Outsider Chronicles: Puella Magi Madoka Prisma
by Dis Lexic
Summary: Getting reborn as a girl was...interesting. Getting reborn as a girl destined to either be a destroyer or a literal Goddess was a pain in the ass considering I don't fancy being either. I certainly didn't expect to take a staff to the face and dragged into a quest searching for cards. Maybe Kyubey would have been a better choice...
1. Chapter 1

Outsider Chronicles: Puella Magi Madoka Prisma

Getting reborn as a girl was...interesting. Getting reborn as a girl destined to either be a destroyer or a literal Goddess was a pain in the ass considering I don't fancy being either. I certainly didn't expect to take a staff to the face and dragged into a quest searching for cards. Maybe Kyubey would have been a better choice...

 **Welp, it was only a matter of time, but here we go, a proper female Outsider and its Madoka to boot! Of course, I don't do dark shit, even when the worlds already fucked, so lets see what happens when you add Kaleidostick Ruby to the mix, shall we? This'll be fun! Enjoy!**

Chapter 1

You know, there are a few ways I imagined dieing, but choking to death and sashimi was not one of them. To make matters worse, my last thought as my brain starved of oxygen was 'I wish I'd told the chef to hold the wasabi'. Not the most poetic last thought, is it? Of course, death was not the end for me or I wouldn't be sat here, dictating this to you, now would I? No, instead, the next thing I became aware of was being pushed out of my Mothers uterus and being convinced that something was very, very wrong. I was proven right a few moments later when my barely mature baby ears picked up the first words of my new life.

"Congratulations, its a girl!"

Welp, this is certainly going to be...interesting, but I could deal. What I couldn't deal with was what my new Mother cooed when I was handed to her.

"Welcome to the world, Madoka Kaname."

Oh...shit.

And with the revelation that I was screwed from day one, I did the only thing I could and started bawling at the top of my tiny lungs.

* * *

Urg, anyway, even with my Soul being making me a tad more aware than other babies, my new bodies brain was (thankfully) much to undeveloped to actually remember what it was like growing up, thank god. That said, once I could remember everything, I found that growing up as a little girl wasn't all that different than growing up as a boy. Then again, what was I expecting? I was still mentally male and, although I wasn't experiencing to much dysmorphia, which suggested that my physical body was having an affect on me, I wouldn't find out just how much that would increase or not until I reached puberty...oh hell, thats not going to be fun.

Anyway, on the up side, my tomboyish tendencies helped me befriend Sayaka and, ironically enough, Hitomi, who originally was a right bossy brat who tried to get the two of us to act more like ladies. We put a stop to that by pinning her and tickling her into submission which, in the logic of preschoolers, meant we became friends.

* * *

I don't really have many stories of my childhood, or at least, none that are worth telling. Knowing that the future held little more than despair and either death or becoming a Goddess (if that was even possible), I did my best to be, well, normal. Well, as normal as a little girl with a 22 year old man in her head can be. That...sounded way better in my head.

Actually, now that I think about it, there is something I should mention. It was the event that first sparked the idea that I was both saved...and even more boned than I could ever have expected.

* * *

It was my 5th birthday and we'd all gone out to a rather nice restaurant that served some pretty damn good English style food. Steak and ale, cottage and shepards pies, top notch fish and chips, curries and more, all cooked to perfection by a chef with an accent so thick it could be cut with a knife. It was hearty, greasy and absolutely perfect. Even my family and friends had a good time, although I could have done without Sayaka convincing me to try some of her curry. I hated spicy food and have next to no resistance to the stuff, leading me to polish of my milkshake in one go and my tongue was STILL numb. I pointedly ignored my treacherous friends giggling at my flushed face as I hopped off my chair and headed to the loo, infinitely glad that my Parents had adapted enough to having an incredibly mature daughter to trust me enough to take a piss on my own.

After finishing my business, I left the bathroom and started heading back to the table, only to walk straight into someone coming the other way. Naturally, between a light little girl and a tall old man, I was knocked back off my feet and landed on my bum.

"Oh dear, I'm sorry little lady," said the man I'd walked into, "Are you alright?"

"Ah, yes I'm…" I started, but trailed off as I realized that he hadn't spoken Japanese.

He had spoken English.

Perhaps that's not too much of a surprise, but I was clearly too young to have really started learning another language yet (not helped by being the shortest in my class. Again) and there really wasn't any reason to assume that I'd speak the language. Plus, it was perfect and carried with it an aristocratic accent I couldn't place. I looked up at the man.

He was old and clearly not Japanese, with gray hair, a beard and red eyes, wearing a smart, black suit with a crisp, white shirt and well shined shoes that looked a little out of place considering that the restaurant, while good, wasn't upscale. He was holding a cane, but his posture was good, suggesting it wasn't really needed. He was also smiling a smile that made me want to run away. Oh, it wasn't a creepy smile or at least, not in the STRANGER DANGER sense, instead it was more like the smile of a child who'd found a new favorite toy.

"Thats good," said the old man, reaching down to pat me on the head.

Without thinking, I leaned back and he pulled his hand back, his smile only widening at the wary look on my face. Something about this man was rubbing me the wrong way.

"Oh yes, you are an interesting one," he said, "A real jewel in the rough, with the potential to do far more than any other. A Kaleidoscope of possibilities in such a tiny package."

He laughed, a booming sound that carried more than a hint of madness.

"Yes, Madoka Kaname, I think you'll do just fine!"

I stiffened.

"How do you…?"

"Ah, I understand its your birthday, yes?" said the man, rolling over me like I hadn't said anything, "I have something for you."

He reached into his pocket and pulled out a small package he dropped into my hands. I blinked and looked down at it, not even realizing I'd held them out.

"Who are…?"

I looked up, only to find that the man had vanished into thin air. I looked around, but there was no sign of him at all. How could such a big man have vanished so quickly and totally? Something was up here. I looked down at the package and was momentarily tempted to throw it away, but something stopped me. Instead, I tucked it away and hurried back to my family and friends. I'd investigate later.

* * *

Three hours later, I was back home and in bed with the package the man had given me sitting on the bed in front of me. I still wasn't sure why I hadn't just slipped it into a bin on the way home, but something told me that it would simply find its way back, one way or another. It was honestly rather scary to know that a man I didn't recognize at all knew me well enough to give me a birthday gift. Still, I somehow doubted that he intended to do me harm...directly at least. I had a feeling he'd put me in dangerous situations if it amused him, but hurt me himself? No, not unless I did something really stupid.

With that in mind, I opened the box and pulled out...a pendant that was an exact copy of Madoka's Soul Gem in her transformed state. Whats more, I swear the thing was glowing and, when I touched it, I could feel...something buzzing against my skin.

"What is this?" I muttered, turning the pendent in my fingers, before setting it aside and picking up the box.

Inside was a note, written on high quality paper and in English.

 _Colours swirl in space,_

 _A Contract of Dreams and Wishes,_

 _Refine the Magic Jewel._

I blinked. A Haiku? What did that have to do with anything? Was it some kind of riddle? If it was, it made no sense. Then again, I guess thats kinda the point. Then again...the old man had called me a jewel in the rough, which was more than a little strange. The saying was diamond in the rough, although I guess jewel works to. Still, I couldn't help but feel it was important somehow…

"ARRRG, THIS IS TO DAMN CONFUSING!" I whisper-yelled, rubbing at my eyes as I felt a headache start to form, "I don't know whats going on!"

I groaned and let myself fall back on my bed. I lay still for a moment, before picking up the pendent and watching the light play across the pink gem.

"At least its pretty," I grumbled, "And I guess it doesn't matter in the long run. I'll find out eventually, one way or another."

I sighed and slapped the pendent and box down on my bedside table, turned over and went to sleep. I dreamt of half mad laughter and endless swirling colours within the void.

* * *

After that...odd day, things mostly returned to normal and I spent the next 10 years being a perfectly normal girl before my life would inevitably go to shit. Nothing really interesting happened in that time and I don't feel like making a comment about puberty being a complete bitch, so lets move on.

The day everything started began with the dream. You know the one, I was running through a black and white building, searching for something even I didn't know. Eventually, I found an exit door and, with a mighty heave, managed to open it and exited out into a hellscape of twisted metal and floating debris. Silhouetted against the slate gray sky was the form of Walpurgisnacht and the lone Magical Girl who was able to fight her. I scowled.

"So, its time to begin," I muttered as I approached the edge of the twisted spire.

"Its too much," said the figure of Kyubey from where he sat.

I looked away from the little rat as Homura jumped back into the fight, dodging and attacking as best she could before a blow managed to hit her. I gritted my teeth. I hated not being able to do anything, even in a dream, but to give Kyubey the satisfaction of giving into his temptations….no, I couldn't do it. But if I didn't, then Homura would die, so what choice did I have? I couldn't just let my friend die!

"Then don't."

My spine went rigid as a new voice sounded. It was a voice I hadn't heard in years, but I recognized it anyway.

"I told you Madoka Kaname, you have a kaleidoscope of potential," said the old man, "All you have to do...is choose. Reach out and take hold of your own future. Take the power to change the destiny of you and your dear friends!"

My body moved on its own, reaching out to grasp…

* * *

I blinked. In the space between breaths, the dream had gone, replaced by the darkness of my room and the familiar scent of the stuffed seal I slept with. I moaned in annoyance and buried my face in the stuffed animals fur.

"Man, what a crazy dream," I muttered, "Even crazier in real life…"

I sat up and yawned, scrubbing at my eyes as I slid out of bed and stretched, the hem of my tank top riding up as I did. Streaches done, I headed downstairs where Dad was already up and looking bright eyed and bushy tailed as always.

"Morning!" he said as I made a beeline for my spot at the table where a cup of hot tea was already waiting.

I took a deep sip, sighed and smiled at Dad.

"Morning," I said, "Is Mom up yet?"

"Tatsuya's waking her," said Dad, "He might need some help though."

I sighed. Mom was even harder to get up then me at the weekends, which was saying something. Still, unlike me at the weekend, she did actually have to get up, so I headed for her and Dads room which, unlike the Anime, wasn't actually full of chairs. Actually, most of the odd imagery from the Anime wasn't present, although I suspect that was because this world was a tad more realistic.

Anyway, I slammed the door open, stomped across the room and threw the curtains open. Then, I crossed the room, lifted Tatsuya off the bed and grabbed the covers.

"Up and attem Mom!" I yelled as I yanked her covers off.

"GAH!"

Mom shot up as I hopped back, evading her flailing arms.

"Mama woke up!" said my baby brother happily.

* * *

With Mom up, the two of us headed for our daily dose of Mother/Daughter bonding over morning adulations, which was finished up pretty quick and ended with me tying my hair back in a ponytail with my pink ribbons. What? It actually looks good on me, although my hair was longer than canon Madoka, so my style was closer to Rin's. With that done, I grabbed my pendent and slipped it on.

"Looking good Madoka!" said Mom, "Your secret admirers are gonna be weak in the knees!"

I grinned and flicked my hair over my shoulder. I'm still not entirely sure how much my Soul affected my body and vise versa, but by this point I was certain that my body at least had an affect. I was far from a full on girly girl and was probably closer to Kyoka than Mami in terms of femininity, but that didn't mean I didn't like being called pretty.

* * *

With the morning rituals done with, we headed down for breakfast, which was excellent as always, before heading out just after Mom to meet up with my friends for the walk to school, grabbing my red jacket to stave of the slight chill.

"Hey guys!" I called as I jogged up.

"What kept you Madoka?" asked Sayaka, "Hey nice ribbons!"

"Heh, thanks," I said as we started walking.

The walk to school was, to put it simply, gorgeous. Between the tree lined paths and softly babbling brook than ran alongside the path, it made me glad that Mitakihara was much less urbanized than other places in Tokyo.

"Mom says that if a guy can't tell you he likes you to your face, hes not worth it," I said in response to Hitomi telling us about another love letter.

"Your Moms so cool!" said Sayaka, "Shes smart, strong and successful!"

"If only I could make up my mind as easy as that!" said Hitomi with a sigh.

"If only everyone could have your problems," said Sayaka.

"Heh, personally I think its pointless to worry," I said, "The futures always unknown, so we need to make our own."

I grinned and slung an arm around my friends shoulders.

"Besides, who needs boys when I got the best girls in the world!" I said.

"Wha...HEY, let go!" said Hitomi, her cheeks going red as Sayaka and I laughed.

* * *

After that little bit of fun, we had to hurry to school to arrive before the first bell where we were met by a rather annoyed looking Miss Saotome who treated us to a rant over her latest boyfriends misdeed. Frankly, I found the whole thing to be utterly stupid. Dumping a guy over eggs? Eesh, its no wonder shes still single! Not that I'd ever say that, I like my head where it is thanks. Also, how the hell did something like that not come up in three months? Oh whatever, its not like it matters. Besides, I want to see what Homura makes of me!

"Ahem, now thats out of the way, lets give a big warm welcome to our new classmate!" said Miss Saotome.

"Um, maybe that should have come first?" muttered Sayaka.

"Come in Miss Akemi!" called Miss Saotome as the door opened and the Magical Girl entered the room.

Naturally, the whole class erupted into awed whispers and, frankly, I can't blame them. Homura genuinely was gorgeous and her poise and grace, hard won by countless battles over multiple timelines, only added to her allure.

On a completely unrelated note, I think I still like girls.

She stopped in front of the room, her cool gaze sweeping over the room. It lingered for a slight moment on me and her eyebrows shifted ever so slightly into a frown, but if you weren't looking, you definitely wouldn't have noticed.

"Why don't you introduce yourself?" said Saotome.

"I'm Homura Akemi, its nice to meet you all," said Homura with a slight bow.

Saotome started writing her name on the board, before Homura turned and picked up the other pen to correct her. That done, she bowed and the class started clapping. As they did, she shifted and looked right at me. I just rested my cheek on my fist and met her gaze. As I did, my pendent slipped out of my shirt and caught the light and this time, Homura's frown was much more visible. A few moments later, a very confused looking Saotome bade the Magical Girl sit down so we could get started.

* * *

Eventually, break rolled around and, naturally, the other girls in the class gravitate around the new girl to bombard her with questions that she expertly fielded. I wonder how many times shes done this by this point?

"Theres something awfully mysterious about that girl," said Hitomi.

"Eh, I'm sure shes just nervus," I said.

"Hey, do you know that girl Madoka?" asked Sayaka, "I could have sworn she was glaring at you earlier."

"No, I don't know her," I said, "Although…"

I was cut off as Homura stood and walked directly over to us, stopping in front of my desk.

"Madoka Kaname, you are the nurses aid for this class, right?" she asked.

"Thats me," I said, "Do you need to go?"

Homura just nodded and turned on her heel. I sighed and got to my feet, my red jacket flapping slightly from where it was tied around my hips, and followed her out of the room.

* * *

Most of the journey was taken in silence, with Houmra sneaking glances at me out of the corner of her eye as we walked.

"You know, if you wanted to get me alone, you could have just asked," I said.

"What?" asked Homura, stopping in surprise.

"I can tell you've got something to say," I said, stopping as well and turning to face her, "So come on, out with it."

Homura stared at me for a moment, before she took a deep breath and looked me square in the eye.

"Madoka Kaname, do you treasure the life you currently live, and do you consider your family and friends precious?" she asked.

I blinked.

"Well, that was rather Anime," I said with a grin, "But yes, I do. I wouldn't give them up for the world."

Homura's expression twitched slightly, but she kept her gaze fixed on mine.

"Do you mean that?" she asked.

"Of course I do," I said, "What kind of scumbag would you have to be to lie about something like that?"

"Good," said Homura, her stance relaxing slightly, "Then you wouldn't do anything to change it, or the person you are. Otherwise, you'd lose everything you love. Don't change Madoka Kaname, stay as you are forever."

I stared at her, before sighing.

"People change all the time," I said, "Its simply part of life. Can you honestly tell me your the same person as you were five years ago? I doubt it. But your right, I'd never do anything to risk the people I care about."

I stepped forwards and met her gaze, despite the fact she was taller than me.

"Any of them."

Homura jerked back, her cool expression breaking for the first time in favour of pure shock, but I was already walking in the direction of the nurses office.

"Nurses office is this way," I said with a smile.

* * *

The rest of the school day was spent watching Homura utterly demolishing everyone in class and PE, all with the same cool expression. I did notice that she kept shooting looks my way whenever she thought I wasn't looking, but would always look away when I caught her. Guess I must have shaken the unflappable Magical Girl.

Once school got out my friends and I headed to the local mall to wind down and have a bite where Sayaka asked what had happened when I 'took' Homura to the nurses office, so I filled them in.

"S-she said what?" asked Sayaka, looking surprised.

"Weird huh?" I said around the straw of my drink.

"Urg, and here I thought she was super cool, but she turns out to be a total psycho!" moaned Sayaka, "Ehh, I hope she doesn't think acting like the weird transfer is cool! That's so Moe it makes me sick!"

"Nah, I think shes just super intense," I said, "Shame really, shes cute."

I smirked behind my cup at the funny looks my friends gave me.

"This must be a misunderstanding," said Hitomi, "Are you sure you've never met her before?"

"Ehhh, sort of?" I said.

"Alright, whats that supposed to mean?" asked Sayaka, "Either you've met her or you haven't."

"Welll, its weird, but I kinda met her in my dream last night," I said.

"PFFT!"

Both my friends burst out laughing.

"Ohh, thats awesome Madoka, the Anime character in you's really popping out!" said Sayaka once she'd stopped spraying orange fanta everywhere.

I just flipped her off and stole one of her chips.

"HEY!"

I stuck my tongue out at my blue haired friend as I enjoyed my spoils of war.

"Alright, no fighting you two," said Hitomi before Sayaka could retaliate.

I grinned at Sayaka, who muttered something about revenge and settled in to pout.

"In your dream, what happened?" asked Hitomi, getting the conversation back on topic.

"Thats the thing, I can't really remember," I said.

Technically true because I can't remember the details of the dream I had, although I did know what happened thanks to past memories.

"All I know is that it was strange and rather scary, even by the standards of dreams," I finished.

"If you want my opinion, I think you met Miss Akemi somewhere before," said Hitomi, "You might not remember it, but your subconscious certainly took note."

"That makes sense," I said, "All things in dreams are things that you've seen at some point, even if you don't remember it. Yeah, thats probably all it was."

"Hell of a coincidence though," said Sayaka, "Hey, maybe you knew her in another life and fates bringing you back together?"

"Heh, maybe," said Hitomi, before her phone buzzed, "Uh oh, its late. Excuse me."

She stood.

"Is it piano today or classical dance," asked Sayaka.

"Tea ceremonies actually," said Hitomi, "Even with exams coming up, Mother still wants me to continue taking them."

"Hey, I'm still going to my lessons," I said with a grin.

"Heh, yeah and I'm sure that no ones happy with that," said Sayaka, "Seriously, I'd never imagine a cute girl like you being interested in karate. I bet those big guys hate the fact you can throw them around so easily!"

I chuffed proudly. What? You don't honestly believe that I'd sit back and do nothing, knowing the future like I do, do you? I've taken Karate lessons since I was a kid and I'd got rather good over the years.

"Well, see you tomorrow!" called Hitomi as she jogged away.

"We should go to," I said, getting to my feet and sorting out my tray.

"Hey, want to hit the music store on the way home?" asked Sayaka.

"Something for Kyosuke?" I asked with a grin.

"Heh, maybe," said Sayaka with a sheepish smile.

"Fine, but only if we can hit Waterstones," I said, "I got a gift card."

Sayaka grinned and nodded.

Incidentally, I have no idea how a British chain of Bookstores ended up getting a foothold in Japan, but considering they were one of the best places to get foreign books that didn't involve importing them, they were a godsend.

* * *

Of course, I never got chance to use my voucher because, as I was browsing the music, I head Kyubey cry out. I froze, by grip momentarily tightening on the headphones in my hands, before I relaxed. There was no way I was going to respond to the little rodent, no matter how much he…

Suddenly, my spine went ramrod straight as a feeling of something very big and very, very dangerous glaring at me passed over me. Suddenly, I knew that not answering the call would be bad, much worse than anything that could happen if I did. My vision flashed and I saw what looked like the shattered remains of a battlefield, but the vision faded before I could get a proper look. Still, it left me pale and panting slightly.

"Ohhh, if I ever find out whos behind this, I'm gonna kick their arse," I muttered as I hung up the headphones and went after the sound.

I headed into an abandoned part of the building, brushing past the 'closed for refurbishment' sign and into the dark area of the building that was under construction. It smelt of sawdust and metal, not a place I enjoyed being.

"Hello? Are you there?" I called as I padded through the area.

Then, with a loud crash, a ceiling tile gave way and the rodent himself fell out, covered in blood and panting with pain. Little faker, he couldn't feel pain like that. Still, the feeling was still pushing me on and, no matter how much I wanted to stomp the little monsters head in, I dropped to my knees and picked him up. I brutally stomped on a shiver of revolution.

"Was that you?" I asked.

"H-help me," gasped Kyubey.

There was a loud clatter and I looked up, just in time to see Homura land, glare cranked up to eleven.

"Step away from that creature," she said, her voice tight with anger.

"Hes hurt," I said, "Did you do this?"

"This doesn't concern you," said Homura.

" _Don't you know it?"_ I thought.

"But he called out to me!" I said, playing up the ignorant girl angel, "I heard him calling to me!"

"I see," said Homura, her glare increasing.

For a moment, we stared at one another, before a wave of fire extinguisher foam covered her.

"Over here Madoka!" shouted Sayaka.

"Nice timing!" I said as I scrambled to my feet and we took to our heels.

"Now shes attacking you in cosplay?!" gasped Sayaka as we ran, "Whats her deal? And whats that in your arms? It looks like a stuffed animal, is it alive?"

"I have no idea whats going on, but we have to help him!" The words tasted like dirt as I forced them out.

I have no idea who's forcing me to do this, but it had better have a damn good reason beyond plot convenience!

And of course, the Labyrinth chose that exact moment to open up, trapping us in a swirling mass of crazy images.

"W-whats going on!?" gasped Sayaka, "T-this is like a bad dream!"

"I have no idea, but I highly doubt its good," I said as we huddled together in the middle of a circle of bizarre looking puffballs with mustaches and a large number of floating scissors.

Then, a chain dropped down in a circle around us and a massive pulse of light erupted, blowing the Familiers away.

"That was close, wasn't it?" asked a voice making us turn to see Mami walking towards us, "Thank goodness, you rescued Kyubey for me. Hes a dear friend of mine, so thank you."

"H-he called out to me," I said, "I could hear his voice in my head."

"Ah, I see," said Mami, "I can see by your uniform that you both go to Mitakihara middle school. Are you eighth graders?"

"W-who are you?" asked Sayaka.

"Oh, thats right, I suppose I should introduce myself," said Mami, but paused as the Familiar started coming back.

They looked rather annoyed to say the least.

"Actually, its going to have to wait a bit," she said, turning on her heel.

I shivered as her Soul Gem started glowing. I could feel...something flowing out of it, washing over me like water. Was it her Magic? If so, how could I feel it? A faint warmth on my chest made me look down to see that the pendent was glowing slightly and the magic being released seemed to be flowing into it. What was going on?

Unfortunately, that wasn't a question I could answer right now because Mami opened fire and made short work of our attackers. It...was amazing to watch, even more so in real life than in the Anime. Mami's movements were utterly effortless, every shot a kill and not a single movement was waisted. In the time it took for Sayaka and I to draw breath in awe, the battle was over and the Labyrinth faded, its magic dissolving back into the either, with some of it being drawn into my pendent.

"Whoa, that was…" started Sayaka, but trailed off as Mami turned to face Homura as the Time bender landed lightly on top of a stack of boxes.

"The Witch managed to escape," said Mami, "If you want to catch it, I suggest you hurry."

"I still have work here," said Homura, her voice still tight.

"You don't get it do you?" asked Mami, tensing slightly, "I'm telling you I'll overlook this."

Homura shifted slightly, although I don't think she actually intended to fight.

"Honestly, don't you think it would be best if we didn't do this right now?" asked Mami.

There was a moment of tense silence, before Homura turned away and, with a flick of her hair, jumped out of sight. Immediately, Mami and Sayaka relaxed, although I was still tense. Mainly because of the monster in my arms.

* * *

A couple of hours later, I returned home with my mind werling. I don't feel like going into detail about what happened at Mami's house, but it wasn't that much different to the Anime. What was different is that I'd told Kyubey to get lost so I could think in peace. I had no doubt that he was still skulking somewhere, but I was alone for now.

I was staring at my pendent, which was back to its normal mysterious self again.

"What are you?" I muttered, "Why do you seem so familiar?"

As I stared at the pink gem, my peripheral vision spotted something through my window. I turned my head and blinked when I saw that a shooting star was streaking across the sky. I sat up and lent on the windowsill, opening the bay window to get a better look. There was something...odd about the way it was moving, almost like...it was controlled or something. Then, the light took a 90 degree turn and started shooting towards me at high speeds. My eyes barely had time to widen, before I had to duck below the window ledge to avoid being brained by the fast moving object.

I spun around, my arms already moving into a defencive position, but before I could, I froze in complete and utter shock and no small amount of horror as I beheld the...the MONSTER in my room.

"Ohh, those are some quick reflexes you got there," said the harbinger of disaster, "I guess making this contracts gonna be more work than I thought."

"I...who...wha…" I spluttered, before an unpleasant realization passed over me and I went white, "Oh fuck! That old guy was…"

"Oh well, I guess it doesn't matter," said the red stick with a gold and pink head with a five pointed star in the middle, "Hi, nice to meet you, I'm the Magical stick of Love and Justice, the super cute Magical Ruby! And I want you to be a Magical Girl!"

"...Zelretch," I finished weakly, "Oh hell, I'd rather have the rodent!"

Then, the events of the day, combined with the revelation and sudden introduction of something that might actually be worse than Kyubey caught up with me and I conked out.

 **...I regret nothing!**

 **So yeah, our Outsiders Madoka and has already well and truly borked the timeline by being different than Homura expected. Add in an interested Zelretch and Ruby and, well, Mikatahara will be lucky to survive long enough for Walpurgisnacht to destroy it!**

 **Can anyone guess what I have in mind for Madoka's pendent? It will be important in the future!**

 **So, take your pick ladies, Kyubey or Kaleido Ruby? Either way your boned. Incidentally, should Sapphire show up as well? I'm not sure who'd get her if she did though…**

 **I already have the Class Cards planned and none of them are canon Servants. That said, if anyone wants to make suggestions, I'd be happy to consider them. The only fixed one is Archer, simply because I find the idea I've got too funny to ignore. Any guess as to who it'll be?**

 **Anyway, time to sign out. Don't forget to leave a review!**


	2. Chapter 2

Outsider Chronicles: Puella Magi Madoka Prisma

Getting reborn as a girl was...interesting. Getting reborn as a girl destined to either be a destroyer or a literal Goddess was a pain in the ass considering I don't fancy being either. I certainly didn't expect to take a staff to the face and dragged into a quest searching for cards. Maybe Kyubey would have been a better choice...

 **And we're back. Last time I made a rather foolish assumption that having Zelretch and Ruby's attention on you was worse than Kyubey and, while I still stand by the fact I don't want any of them anywhere near me (even though I'm technically not at risk of two of them, being a bloke...although I wouldn't put it past Ruby to stick me in a dress anyway), I agree that Zelretch is much better. You might die a painful and humiliating death, but at least your soul will be intact. Anyway, ONWARDS!**

Chapter 2

I was awoken by a foul smell being shoved under my nose.

"HURK!"

I jolted back, my eyes snapping open as I fell off my bed with a crash.

"Owww, that hurt," I muttered, "And what was with that dream? Why would I…"

I trailed off as I opened my eyes and saw, to my utter lack of surprise, that I hadn't been dreaming. Nope, Ruby was still floating there, now holding an open vial of purple liquid that had purple smoke seeping from the top that I'm sure was forming into the shape of the screaming faces of the damned. Her past vic...partners maybe?

"Oh good, your awake," said Ruby, sounding a little put out, "I must say, I've never had someone faint upon meeting me...oh well!"

The vial vanished and she zipped forwards.

"Sooo, what do you say little girl?" she asked, "Do you want to be a Magical Girl? If you lend me your power, we can save the world~!"

"You know, this is the second offer like this I've got today," I said as I shifted into a cross legged position on the floor, "And somehow, it still seems too good to be true."

Ruby let out a theatrical gasp.

"Ohh my, could it be that children today no longer wish to become Magical Girls?!" she wailed, "Ohh, I wish I had tear ducts to cry!"

My eye twitched. At least she wasn't even trying to hide the fact she was trying to manipulate me, so that was a point to Ruby at least. Just 999,999,999 to go! On the other hand, thats still better than Kyubey who was sitting at negative infinity.

"If your planning to trick me into making a contract, don't bother," I said with a put-upon sigh, "Being a Magical Girl sounds cool and all, but I honestly have better things to do than fly around saving the world. Sounds to much like hard work."

"Ohh, but theres so much more to being a Magical Girl than just that!" said Ruby, "You can fly around, blast evil doers with laser beams and even use love magic to make the object of your desires fall madly in love with you!"

Despite myself, I twitched and my cheeks warmed as the image of droolworthy legs in black, high heeled boots and silky black hair appeared in my mind and...holy shit, where the fuck did that come from?! I mean, I was a bit distracted when she first arrived, but now thinking back on how Homura looked in her uniform was making me feel a little hot under the collar...

"Ohh, does the innocent little girl have less than innocent thoughts about someone?"

Ruby's voice snapped me out of my daydreams and I went fire engine red.

"S-shut up, its none of your business!" I yelled.

"Oh, defencive," said Ruby, "And you have a nosebleed."

She swept the blood off my face.

"SO, who is it? Give me the juicy details! A classmate maybe? Or perhaps an older man?"

I snorted and looked away. No way in hell I was giving this thing the satisfaction of…

"Ohh, or maybe its the cute new transfer?"

Aaand theres the blush again, I certainly didn't miss you! I snapped my head around to stare at the sentent stick, eyes wide and with steam practically billowing from my ears.

"Oh my, how scanderless!" gasped Ruby, "Then again, it would be perfect! The knight in shining armour, here to save your very soul!"

"S-shut up, its not like that!" I yelled, not even bothering to ask how she knew about that.

"Or maybe you want to be the knight saving the Princess?" said Ruby, "After so many attempt, she must be tired. Don't you just want to hug her tight and make all her worries go away? To toy with her until she screams for mercy…"

"SHUT UP!" I screamed, reaching out without thinking and grabbing the sticks twisting shaft.

Then I stopped as I realized what had just happened.

"Oh you sneaky little…!"

"Hehehe, that was easier than I thought!" said Ruby, her jovial tone now taking on a more sinister edge, "Your blood forms our pact, touching me makes you my Master and the power of your pure hearted love drives me! I got everything I needed without a hitch! Now then, shall we move to the final step?"

I shook my head rapidly, keeping my mouth firmly shut as I tried desperately to let go of the evil little Mystic Code.

"It won't be long now, just one incy wincy little thing!" continued Ruby, completely ignoring my struggles, "Now, won't you tell me your name?"

Despite my best efforts, Rubys will was simply to powerful and I couldn't keep my mouth shut. Plus, by this point, it was practically a given she'd won considering she could probably keep me here as long as she wanted without issue. Even so, I wasn't about to let the Kalido-stick win without a fight, so ikn the time honoured tradition of stubborn teenagers, I kept my teeth gritted for as long as possible. Which was about three seconds.

"M-madoka K-kaname!" I spat out as my body moved to bring the Kalido-stick in front of me.

"Oh, and that concludes your registration as my Master!" said Ruby and my vision was filled with a kaleidoscope of light.

* * *

 **Compact full open, Mirror World circuits, maximum engage!**

 _I was floating through a golden plane full of falling feathers, my body nude and glowing brightly as energy flowed through me, making me feel stronger than ever before. A pulse of light erupted from me, turning the feathers closest pink. I reached out and grabbed on, the soft energy shifting into an orb of purple light that covered my hands in dark blue energy that formed into pink, elbow length gloves, before I brought my hands together and another, shorter pair of white gloves appeared._

 _Next was my top and skirt, followed by my boots and a pair of feathery ribbons pulling my hair into my usual twin-tail style. Transformation done, I turned and struck a pose._

 **Introducing, Kaleido liner Prisma Madoka! TADAAAAA!**

* * *

And with that, the glowing plane faded and I found myself outside and slowly floating down to the floor. I could feel Ruby's power flowing through me, making me feel absolutely fantastic. Unfortunately…

"WHAT THE FUCK AM I WEARING?!" I yelped as I took in my new outfit.

It was identical to Illiya which I suppose was better than Rin's Kaleido Ruby form or, god forbid, Madoka's canon Magical Girl outfit, but even so, it was a far cry from what I'd normally wear! And on the subject of embarrassment…

"AND WHAT AM I DOING OUTSIDE?!"

"Well, it was a bit cramped in there," said Ruby, not sounding in the least bit sorry.

"B-But my clothes disappeared," I said, "ARE YOU TELLING ME I WAS OUTSIDE NAKED!"

"Well, your not anymore," said Ruby, "That look rather suits you."

My eye twitched as I remembered what happened next.

"Ruby, please tell me I'm not going to have to put up with a pissy Rin now," I growled.

"Oh, don't worry about that," said Ruby, "Your my first Master in this world, so you don't need to worry about that shriveled up hag!"

I breathed a sigh of relief, before once again fixing the Kaleido-stick with a glare.

"Alright, so if your not here with Rin, why are you here?" I asked, "I highly doubt the old geezer would send you here for nothing."

"Ah yes, about that," said Ruby, "It seems that a mix of that little rodents meddling, Homura's time travel and your presence has resulted in some rather odd effects on the fabric of reality. As a result, distortions are forming which could be...problematic."

"So in short, I'm hunting cards," I said.

"Pretty much."

"Lovely."

I sighed.

"Well, since I know arguing with you would be a waste of time and energy, I guess I don't have a choice," I grumbled.

"Nope!"

"But first, since I'm not dumb enough to go into battle with some of the greatest heroes in history with no idea what I'm doing, tomorrow you and I are going to find somewhere I can practice with you," I said, shaking the stick.

"Oooh, I suppose that'll have to do," grumbled Ruby, "I haven't found any of the Cards yet anyway."

"Good. Now please get me back inside before my Parents find me!"

"Oh very well."

As Ruby flashed me back into my bedroom and my pink, feathery outfit changed back to my normal tank top and shorts I wore to bed, the only thing I could think was that this entire thing was going to be one massive pain in the arse.

* * *

Thankfully, I got enough sleep, despite Ruby's antics, and the next morning I wasn't a complete zombie and was able to go about getting ready without to much trouble.

"So, did you have fun last night?" asked Mom.

"Umhmm," I said, before spitting out my toothpaste, "Yeah, Sayaka and I have been getting some extra tutoring from an upperclassman. She knows her stuff and makes the best cakes and tea!"

"Well, don't eat to much, you don't want to get fat," said Mom.

"Not much chance of that," I muttered.

I'd be burning off all the calories fighting against beings from legend after all. Somehow, despite me not bringing up the issue of wishes, Mom still ended up muttering to herself over how she'd go about becoming CEO of her company and, I have to agree with my Canon self, she's got really scary eyes when she gets started on that line of thought.

* * *

After breakfast, I caught up with my friends on the way to school, shoving down the urge to glare at Kyubey who was with Sayaka, in favour of keeping my normal slight grin in place.

"Hmm, so THATS the little rodent whos causing so much trouble," said Ruby from where she was hiding in my bag, "Revolting, I can practically smell the blood on him…"

My smile became a little strained. Ruby was a manipulative bitch, a nasty piece of work and likely proud of it, but apparently even she had standards.

"Good morning Madoka," said Kyubey.

" _Apparently we're the only ones who can see him,"_ said Sayaka telepathically.

I cocked my head slightly.

" _Huh, this is interesting,"_ I said, _"I wonder how it works?"_

" _I'm acting as a transmitter,"_ said Kyubey, _"Its a handy trick, right?"_

" _Feels kinda weird,"_ said Sayaka.

"Um, excuse me, but whats going on between you two?" asked Hitomi, "Why do you keep staring at each other like that?"

"Oh, well, its just, um…" said Sayaka, casting around for an excuse.

Apparently Hitomi jumped to conclusions on her own though as she dropped her bag with a look of shock on her face.

"I can't believe it!" she gasped, "Just by looking at each other you know what the others thinking!?"

She gasped.

"For two people to become that intimate after just one night...what happened between the two of you after I left yesterday?!"

"I can't believe shes going there," muttered Sayaka.

"Well, to be fair, a lot did happen," I said.

"N-no, thats enough!" said Hitomi, "Your both girls! Girls can't love girls!"

She ran off towards school, repeating herself as if trying to convince herself.

"And that right there is why you shouldn't shelter your kids," I said, "I wonder how she'd react if she saw my browser history?"

"You know Madoka, I can never tell if your being serious or not," said Sayaka, "Anyway, we should hurry, she forgot her bag."

"I wonder if something happened?" I said, "I mean, shes acting just like you today."

Sayaka twitched.

"Whats that supposed to mean?!" she demanded.

"Noooothing," I said with a grin as I started heading towards school again.

"Ohhh, I'm really starting to like you Madoka~!" said Ruby, "I think we're gonna get along juuuuust fine~!"

* * *

After getting to class and apologizing to Hitomi for freaking her out, Sayaka and I headed to our seats to wait for class to start.

" _Are you sure this is OK?"_ asked Sayaka, _"Tagging along to school I mean?"_

" _Why not?"_ asked Kyubey.

" _That psycho chick who tried to kill you yesterday just transferred to our class,"_ said Sayaka, _"Your sorta risking your life being here."_

" _I highly doubt she'd be stupid enough to start something in a public place,"_ I said.

" _Indeed,"_ said Kyubey, _"Besides, Mami's here."_

" _Mami's on the other side of school!"_ said Sayaka.

" _Don't worry, I can hear you all perfectly,"_ said Mami's voice in our heads.

" _Shes not that far, so I can reach her without trouble,"_ said Kyubey.

" _Morning,"_ I said.

" _I promise I'll keep a close watch over you,"_ said Mami, _"Besides, like Madoka said, I don't think she'll attack you in public."_

" _If you say so,"_ said Sayaka.

At that moment, the door opened and Homura walked in. The moment she did, she fixed Kyubey with a glare, before turning her attention to me. I just grinned and waved, making sure she got a good look at both hands and my fingernails. Upon seeing the lack of ring or marking, she relaxed slightly.

" _Speak of the devil,"_ said Sayaka, glowering at the time traveler, _"Don't worry Madoka, if she gets outta line, I'll punch her lights out! Besides, Mami's here!"_

" _Thats right, so don't worry, everything will be fine,"_ sadi Mami, _"Regardless of Sayaka and her punches."_

" _Hey, whaddya mean regardless?!"_

I couldn't help but snicker at the exchange, before the sound of something shifting slightly made me glance down at my bag to see Ruby work her way out far enough to see out of the bag.

"Huh, so thats the famous Homura," said Ruby from my bag, "I must say Master, you have good taste."

I blushed brightly and attracted some rather odd looks by stomping on my bag repeatedly.

* * *

Once class let out for lunch and Hitomi hurried off to her lunchtime club (does that girl ever stop?), Sayaka and I headed up to the roof to enjoy out lunch. We sat quietly for a while, before Sayaka spoke up.

"Hey Madoka, have you given any more thought about what you wanna wish for?" she asked.

"Hmm, not really," I said, "I mean, there are things I want, but nothing that needs a wish to come true. Honestly, I'd rather not wish for them, its so much more satisfying to earn things like that after all."

"Yeah, same here," said Sayaka. "I guess its the whole 'risking your life' part thats holding me back. Nothing I want is worth that much…"

"I've got a few things," I said, "But, again, their things that I should earn for myself."

"Thats so odd," said Kyubey, "Most girls accept my offer right away."

"Then I guess we don't know any better then," said Sayaka.

"Or we do know better," I said, "The fact we're not willing to waste a wish on a shallow reason seems like a good thing in my book."

"Heh, I guess thats true," said Sayaka, "Still, I can't help but feel that we're blissfully ignorant. There are plenty of people who want something badly enough to risk their life for it, people with a lot less than us. We can't figure out what to wish for because we don't know what its like to want something that bad."

I shifted slightly and lay back on the bench, staring up at the clouds.

"Its not a crime to be born lucky," I said, "I know I'm lucky to have a loving family with enough money for a good life, but I'm still not about to throw that away because someone else has nothing. Lifes unfair, its that simple."

"You know, your rather cynical for such a young girl," said Kyubey.

"Heh, you get used to it," said Sayaka, "Madoka may look cute, but shes always been like that."

I smiled.

"I like to think of myself as a hopeful realist," I said, "I believe things will get better, but I also accept that they probably won't. Or at least, not unless people try."

At that moment, the door slammed open and Homura marched through onto the roof. Sayaka tensed and stepped in front of the bench where Kyubey was sat while I sat back up to watch.

" _Don't worry, I'm here,"_ said Mami's voice and I glanced over at one of the towers that were level with the roof we were on where the Ribbon user was stood.

Homura also noted the other Magical Girl's presence as she crossed the roof and stopped a short distance away.

"Back for more?" asked Sayaka.

"No, I'm not here to fight," said Homura, "I wanted to kill it, before it made contact with Madoka Kaname, but its to late for that now."

She looked up and met my eyes.

"So, what now?" she asked, "Are you going to become a Magical Girl?"

"Like thats any of your business!" snapped Sayaka before I could respond.

That was probably a good thing because I'd have to lie to keep her from overreacting. Maybe it was a foolish move and I knew I couldn't hide it forever, but I kinda wanted to keep Ruby a secret for now, at least until I had some Cards.

"I warned you," said Homura, "Remember?"

"Yes," I said.

"Good," she said, "Remember the warning. Goodbye."

She turned on her heel and walked away.

"Homura," I called, getting to my feet.

The time bender paused and glanced back at me.

"Remember what I said to you as well," I said, "And remember this while your at it. The night is always darkest before the dawn, but no matter how dark it gets, the light WILL come. Plus, the darks not as scary with friends."

* * *

Much later, after class, Sayaka and I approached Hitomi to beg off our usual post school hang and chat due to reasons of Magical Girl training. I was tagging along with the intention of getting to see a genuine veterine in action. While it was true that Kyubey's type and Ruby's type of Magical Girls were fundamentally different, the fact remained that a skilled fighter is a skilled fighter and I'd be a fool to turn down the opportunity.

* * *

After Hitomi had completely got the wrong idea and Sayaka had stopped blushing, we headed out to meet Mami and headed back to the shopping center where we'd first met. Mainly because it was the only place that three middle school girls wouldn't get funny looks for hanging around.

"Well, time to start lesson one of the Magical Girl Experience," said Mami as she put her cup down, "Well, thats what I'm calling it anyway. I hope your ready."

I tapped Ruby, who I had hidden in my lap, and the Kaleidostick dutifully started recording.

"I don't know if it'll help, but I brought this!" said Sayaka, pulling out a wrapped baseball bat and holding it proudly aloft, "I mean, its better than not having anything, right?"

Mami looked rather amused, even under her ever present smile.

"Lets just say I'm glad your going in with that spirit," she said.

"What about you Madoka?" asked Sayaka, "What did you bring?"

"I didn't know we were supposed to bring anything," I said, "Although if your interested, I did do these."

I dropped my notebook on the table, opened at a page that was full of sketches of me in my Magical Girl outfit, along with Homura, Mami and Sayaka's, along with a sketch of Homura with Sapphire. What? All Magical Girls need a best friend/totally not lesbian lover, right?

"I got bored," I said by way of explanation.

* * *

After that, the three of us headed out and, in the interest of brevity, I won't cover the trip. It wasn't that different from how it went down in canon anyway. Not like theres much that COULD change without me whipping out Ruby and blasting some Witches with Prana cannons, something I wasn't about to do until I had some training and at least one Class Card. Or until the fight with Charlotte. No matter what, Mami would NOT be dying in this timeline.

* * *

"So, did you get it all?" I asked once we arrived back home.

"I did," said Ruby, "And I have to say, I fully agree that that rodent needs to die. To twist a Soul like that...even the most deranged of Magus would pale at such a thing!"

"Nice to know that even amoral pricks consider eldritch horrors to be untenable," I said, "But thats for later. For now, we need to find somewhere to train and you need to locate us some Cards to find."

"Oh very well," said Ruby, waving her shaft at me, "Come on, lets get you suited up!"

I grabbed her and, in a flash of light, I was back in my Magical Girl costume. I opened my window, stepped out and floated up towards the clouds.

"W-wha...how did you do that?!" spluttered Ruby.

I blinked and looked at my staff.

"Do what?" I asked.

"Fly!" yelled Ruby, "Its an incredibly advanced spell and you know it!"

"True, but you also run on belief," I said, "And I believe that all Magical Girls can fly, so take your complex spell and shove it."

"I...oh, fine, lets just go!" grumbled Ruby, "I have a feeling that you're going to be causing me a few headaches…"

"Consider it payback," I said as I swooped down towards an abandoned stretch of beach no one would mind gaining a few craters, "Now, lets see, how does this work…"

I lifted Ruby and waved her in the general direction of the ocean. I wasn't expecting a beam of Prana the size of a bus to come shooting out though and, by her startled yelp, neither had she. I quickly cut of the Prana flow and watched with wide eyes as the water crashed back into place to fill the deep trench my attack had carved into the waters surface.

"Ruby...what was that?" I asked weakly.

"That was what happens when you use your power without preparation," said Ruby, "It seems that you have a set of high quality Magic Circuits, enough that I'd never had believed that you were from a non-Magus family if I had not scanned them to be sure. I'm not sure where they've come from, but I imagine it has something to do with your Soul's nature and whatever it was that the Akemi girl did to make you so damn important."

"How many's an absurd number?" I asked.

Ruby sighed.

"You have a total of 20 Circuits," she said, "Thats average for a Magus, but what isn't average is the fact that, with those 20, you could channel over 1000 units of Mana."

My eyes went round.

"Holy shit!"

"Holy shit indeed," said Ruby, "Still, on the upside, your not hurting for power."

"No, but controls gonna be a bitch," I grumbled, "And I was hoping to learn Reinforcement as well…"

"Oh, don't worry about that!" said Ruby, "I can handle control, I just wasn't expecting you to output that much power. As for Reinforcement, I can teach you it. It'll take some work, but its doable."

I stared at the Kaleidostick, not entirely sure if I should trust her to teach me something that could seriously mess up my body if I fucked it up.

"Oh don't worry," said Ruby, apparently catching my expression, "I would never do anything to harm my Master! Humiliate and embarrass, yes, hurt, no."

I blinked.

"Um, thanks?" I said, "I think?"

"Oh don't worry about it dear!" said Ruby, "Now, I believe you were planning to train, yes? I believe that we should start by putting up a Bounded Field. It wouldn't do to be interrupted after all."

I sighed, before smiling and raising Ruby again. I spent the next two hours firing off Prana cannons of varying sizes to get used to how the Kalido-stick actually worked, before heading home and letting Ruby walk me through the basics of using Magecraft.

* * *

That would be the pattern of events for the next week, by which point I'd finally figured out how to channel my Prana though my body and achieve the most basic level of Reinforcement, a feat that astounded Ruby, but I attributed to getting experience channeling my Prana through Ruby herself. On the Friday after the whole thing kicked off, I found myself on my own as Hitomi had one of her classes and Sayaka had gone to visit Kyousuke. That wasn't a problem though because I had plans of my own. Ruby had finally located the first Class Card and it was time to go and collect it!

* * *

"So, this Card is located in the next city over?" I asked as I flew above the clouds, my invisible barrier serving to keep me toasty, "They're not all going to be like this, are they?"

"No, I doubt that they'll be to spread out," said Ruby, "They are focused around you after all."

"Hmm, then I wonder why this one is outside of the city?" I asked.

"Perhaps there's something here attracting it?" suggested Ruby.

"Hmm, nothing I can think of," I said, "I think the only time I've been out here is on a trip to the aquarium."

"Hmm, strange…" said Ruby, "Oh, its down there."

I followed her directions and swooped down to land in a decent sized park.

"Ahh yes, this is definitely the place," she said, "Now, lets get started."

I took a deep breath and readied myself as a circle of endless, twisting lights within an infinite nether appeared at my feet.

"Adding imaginary axis to the fifth instrumental variable," said Ruby as the Magic surrounding me began to rise, causing my hair and clothes to billow out as if in a powerful wind, "Beginning inversion process. Confirming that complex space exists."

The world around us began to blur and distort as Ruby began to glow brightly.

"Central coordinates established."

A magic circle in the same pink as my outfit appeared in the void bellow my feet.

"Establishing mirror road with a two-meter radius. Beginning partial inversion of mirror world circuits."

Then, with a feeling of everything being flipped, the light and magic faded, leaving me standing in the exact same spot with the only sign that anything had changed being the skys transformation into countless shards of twisting either.

"Well, that was interesting," I said as I looked around carefully.

I didn't really want to be blindsided by the Servant.

"Yes, wasn't it jus...DUCK!"

Without thinking, I did so, just in time to avoid a massive beam of pink energy that passed close enough to scorch the tips of my hair off.

"What the fuck was that?!" I spluttered as I spun around, looking around wildly for my attacker.

"I-I don't know!" said Ruby, "It looked like a Prana Cannon, but the make up was different!"

"Different how?" I asked.

"I don't know exactly, but it was like they used a similar, but different source," said Ruby, "However, we can consider it later, for now, we need to find the Card and take it down!"

I nodded, before letting out a yelp and stumbling forwards a few steps as a number of small shots hit my back. They didn't penetrate Ruby's barrier, but they sure stung. I spun around and looked up, only to freeze in shock as I beheld the corrupted Servant.

"Um, Ruby, please tell me I'm seeing things!" I said.

"Ah...I think that you might have had more of an affect than we thought," said Ruby, "On the other hand, at least we know why the Prana Cannon had a different composition now! And having her will make befriending people SO much easier!"

"Your really not helping Ruby," I grumbled as I shifted into a ready stance, already prepping the strongest barrier I could.

I'd need it to because, despite this Servant being a Caster class and not even all that old, I still knew that she'd be as hard to beat as Midea, if only because I'd have to avoid being 'befriended'. Yep, for those not keeping up, the Class Card was the White Devil herself, Nanoha Takamachi!

 **And done. Next time (if indeed there is one), Madoka vs Nanoha! I see no way this can go badly.**

 **On a completely unrelated note, Nanoha isn't even the craziest Servant I have in mind because not one of them is Canon and they are all from different franchises. I have no intention of spilling who they are, but I will give some hints. Those who guess correctly get to suggest Noble Phantasms for them! Here we go!**

 **Archer: A lonely girl who changes her entire world.**

 **Assassin: A beautiful Goddess with a love for naps and milk.**

 **Rider: A tortured girl whos soul was shattered by a world to cruel for her simple wish.**

 **Saber: A man torn apart by war and loyalty to his family and his code.**

 **Berserker: A girl cursed to be a monster filled with so much rage, her body simply creates new flesh when injured.**

 **Lancer: An innocent, honest soul forced into war with an all devouring Darkness.**

 **Caster: Nanoha Takamachi.**

 **Some are obvious, some less so. I'll be surprised if anyone gets Berserker though. I currently plan to have Madoka get the cards from the bottom of the list up, mainly because her Archer card is OP as hell. No, its not Gil.**

 **I like the look of Illiya's outfit, so thats what Madoka gets.**

 **Is Madoka OP? Ehhh, not really. Shes not actually any more powerful than Illiya is at the start, with the soul exception being that she knows what shes doing...sort of.**

 **Anyway, time to sign out. Don't forget to leave a review on the way out!**


	3. Chapter 3

Outsider Chronicles: Puella Magi Madoka Prisma

Getting reborn as a girl was...interesting. Getting reborn as a girl destined to either be a destroyer or a literal Goddess was a pain in the ass considering I don't fancy being either. I certainly didn't expect to take a staff to the face and dragged into a quest searching for cards. Maybe Kyubey would have been a better choice...

 **And we're back! Nothing to say here, other than enjoy!**

Chapter 3

I have to say, the Blackened version of Nanoha did NOT look good. I mean, I guess I shouldn't be surprised, but it was rather jarring to see a character well known for her kindness and good cheer look so...dead. Her Barrier jacket was tattered, her hair ragged and her eyes were dull and lifeless. Even Raising Heart looked a little battered, with a large crack in the gem and scuff marks all over the shaft. Even so, I wasn't dumb enough to believe that a Servant of any stripe would be an easy fight, especially when you consider how powerful Nanoha was in life.

That thought was proven a moment later when Nanoha lifted her staff and unleashed another blast of Mana that vaporized as good chunk of the building behind me when I jumped out of the way. I stared at the destruction, then returned my attention to the Servant, who was already charging another blast. I gulped.

"Um, ideas?" I asked.

"Don't get hit?"

I glared at the stick.

"Very helpful," I said as I took off and started zipping around the Mirror World, evading more shots from Caster.

I was forced to slam on the breaks and throw up the strongest shield I could as Caster suddenly shot out into my path and opened fire. The force behind the blast was enough to send me pinwheeling before I could regain control over my flight.

"Damn, shes strong," I muttered, "Oh well, I guess I really ought to stop running and start FIGHTING!"

I swung Ruby and fired a Prana Cannon at Caster, forcing the other Magical Girl to stop and conjure a barrier of her own. The force behind my attack knocked her back slightly, but it didn't even seem to phase her barrier.

"Awww shit…."

"Well, she is a Servant," said Ruby, "Even a young one like her is far and away more powerful than any Human. Plus, we have no idea how the intersection of fictional worlds has affected how powerful she is."

I couldn't respond because I was to busy dodging pink laser blasts as Caster went berserk and started raining down enough Divine Busters that I was starting to think she was channeling a combination of Medea and Hayate.

"Seriously Ruby, I need some suggestions!" I snarled as I retaliated with a few blasts of my own, the reddish pink beams of Prana either splashing of Casters barrier or shooting past as she danced across the sky.

I'm pretty sure out duel would have looked like some kind of demented fireworks display from the ground, with pink and red beams and bullets crisscrossing the sky, occasionally hitting each other in explosions of colour. The problem was that neither of us was capable of hitting the other. Our large scale attacks were to slow to hit the other in flight and our smaller, faster attacks lacked the power to penetrate the others barrier, turning the fight into a battle of attrition.

"This isn't working Ruby!" I snarled as I summoned a barrier to deflect some Divine Shooter blasts and responded with a Prana cannon, which Caster dodged with little effort.

"I can see that," said the Kalido-stick, "And the longer this battle goes on, the more dangerous it becomes. You have a lot of power, but I doubt we can beat her in a protracted battle."

"In that case, we need to either increase the speed of my Prana Cannon or the power behind my bullets," I said, "Right then, lets see what she makes of this!"

I raised Ruby and summoned an orb of Prana above her head, but instead of firing a Prana cannon or barrage, I visualized something a bit different and passed it onto Ruby.

"Ohh, very clever!" she said, "This could work!"

"Glad you approve, now Magic Arrows, SHOOT!"

This time, instead of being orbs of energy, the bolts were thin shards of Prana with a LOT more speed and force behind them and were fired in a much tighter firing arc. It made it a little easier to dodge, but the sheer speed the Arrows moved at meant that Caster barely had time to bring up her shield. I smirked slightly as the corrupted Servant was pushed back a bit.

"Ruby, boost my speed!" I said.

"Understood!"

My perception slowed right down and my smirk became a full on grin as I activated my own Reinforcement and blurred. Before Caster could react, a wall of my Magic Arrows was raining down on her as I shot around her, leaving countless Magic Circles in my path that continued to fire off more barrages. She responded as best she could, defending and dodging while destroying the circles with her own attacks, but a combination of the mindless nature of Class Card manifestations doing a number on her mental faculties and the sheer number of attacks raining down on her meant that she was very quickly overwhelmed. She let out a barely human howl as my attacks finally penetrated her defences and slammed into her while at the same time, I appeared behind her, Prana Cannon already charged.

"Time to end this!" I growled and unleashed my attack.

The beam slammed into her back and sent her crashing to the ground in a huge explosion that wouldn't have looked out of place in a Power Rangers episode. I released my Reinforcement as Ruby pulled back on the enhancement, leaving my body feeling achy and hot.

"Ohhh boy, I'm gonna regret that tomorrow," I groaned as I floated back down to the floor.

"More than likely," said Ruby, "That was reckless."

"It worked though," I said.

"True, but if you'd kept the Reinforcement up at that level for much longer, you could have done permanent harm," said Ruby, "As it is, there will simply be some inflammation and minor irritation."

"Better than being 'Befriended'," I said, "Because I'm pretty sure those blasts were set to kill…"

Suddenly, I was cut off as the dust cloud thrown up by my attack was blasted away as Caster slowly got to her feet, pink light pouring off her as a massive Magic Circle appeared below her feet.

"Raising...Heart...Exelion," she croaked.

There was a loud clunk as the Cartridge system activated and the head of her staff came apart and morphed into the shape of a large spear head.

"Oh crap, thats a Noble Phantasm!" I yelped as Prana from the air around us began to gather at the head of Casters staff.

"I suggest you do something Master!" said Ruby, "That attack will certainly injury you badly, if not kill you outright!"

I scowled as I turned and summoned some circles of my own.

"I was hoping to save this for one of the more dangerous Servants, but whatever," I growled as the circles moved into a line in front of me, going from large enough to hide behind to the size of my palm.

By the time I was done, Caster had finished charging and drew her staff back in preparation to fire her Starlight Breaker. At the same time, I charged up a blast of my own and readied myself to fire it.

"Starlight...Breaker..."

"SHOOT!" we both yelled at the same time and unleashed our attacks.

While Casters was massive, mine was pencil thin, a result of my Cannon being channeled through the circles. That said, it wasn't lacking in power, instead the power contained within it was that much more focused and, as a result, when the two attacks met, it simply carved right through the Starlight Breaker and kept going. I highly doubted I'd have been able to do that if I was fighting a full powered Caster, but between losing power due to being manifested from a Card and the damage done over the course of the fight, it was enough to weaken Caster enough that it worked better than I'd imagined. The thin beam hit Caster in the chest, shattering her hasty barrier, and passing right through her body, Barrier Jacket and all.

For a moment, everything was still as the pink energy from Casters attack faded, unable to keep form after being scattered by my attack, before Caster slowly started to fall, her body fading into Prana and leaving her Card floating in the air for me to collect. I breathed a sigh of relief as I walked over and grabbed it.

"Class Card Caster successfully retrieved!" said Ruby, "Excellent work Master!"

I took a deep breath as I stared down at the card and smiled.

"That...was surprisingly fun," I said, "I think I'm an adrenaline junky."

"Most Magical Girls are," said Ruby, "Why else would they keep charging into combat? Trust me, love and friendship are good motivators, but you still need a certain about of combat mania to keep fighting against unbeatable odds."

"Well, when you put it like that…" I said, before being cut off as the Mirror World started to shake, "Ruby?"

"Got it~!"

There was a flash of light and I was back in the non-destroyed park where I'd started from. Now that I wasn't at risk of getting blown to bits, stabbed or trapped in a collapsing pocket dimension, I let my muscles relax and stretched.

"Urrg, I'm beat," I groaned, "Come on Ruby, lets…"

"What the fuck?!"

I paused and glanced over my shoulder. Sat on a nearby park bench with a bag full of apples next to her and a half eaten one in her hand was a familiar red-head with her hair tied in a ponytail. For a moment, we stared at each other, before I decided that I'd wait to be introduced to Kyoko and took of as fast as I could, leaving behind a massive dust cloud and a choking Magical Girl.

"Plot convencene?" I asked.

"Most likely," said Ruby.

"Greaaat," I grumbled, before angling towards home and shooting away as fast as I could.

I wasn't expecting the sonic boom that erupted, so I slowed down to keep from overshooting and shattering every window in my path.

* * *

The two days later saw me meeting up with Sayaka and Mami for an evening of hunting Witches, which naturally ended up with Mami blowing it to bits with a well placed shot.

"Wow, your so cool Mami!" gushed Sayaka.

"Heh, this isn't supposed to be a game you know!" said Mami from where she was perched on top of a lamp post, "What we're doing is very dangerous, so don't forget that, OK?"

"Got it," said Sayaka.

I just nodded with a slight smirk. Compared with Caster, that thing had barely even been a blip on my radar.

"Hey, wait a sec, why didn't it drop a Grief Seed?" asked Sayaka.

"It wasn't a Witch," said Kyubey as he scurried up Sayaka's legs to sit on her shoulder, "It was just a Familiar acting without its Master. They don't carry Grief Seeds."

"It seems like a waste to fight them without getting anything," I said.

"Well, we can't just let them run around doing what they want," said Mami, "If we did, they'd eventually become Witches themselves. Well, shall we go?"

We started walking home and Mami and Sayaka struck up a conversation about wishes that I kept out of. I didn't like lying to my friends and thats exactly what I'd have to do if I talked to them about wishes.

"Psst, Madoka!" hissed Ruby, prodding my leg with her wing.

I looked down at the Kaleidostick, who jabbed a wing towards an area with a fountain and benches.

"Card!" she hissed.

I paused for a second and nodded.

"Right, we'll come back later," I said.

"Madoka?"

I looked up and saw that my friends had noticed my pause.

"Are you alright?" asked Mami.

"Yes, just a bit tired," I said.

Mami fixed me with a look that suggested that she thought I wasn't saying everything, but didn't press.

"So how about you Madoka?" asked Sayaka as we started walking again.

"Ehhh, not really," I said, looking up at the stars.

"That doesn't surprise me," said Mami, "Its hard to think when your under pressure. Just make sure you take as much time as you need to decide. That...wasn't an option for me."

"Um, hey Mami," said Sayaka, "If you do make a wish, does it have to be for yourself?"

"Huh?"

"W-well lets just say, and this is totally hypothetical, what if there was someone who was having a way worse time than I was," said Sayaka, "Would it be bad to use my wish to help them out?"

"Are you talking about Kyosuke?" asked Kyubey.

"I-its an example!" said Sayaka, going red, "I'm not talking about anyone!"

"You can wish for whatever you want," said Kyubey, "Theres no rule that says you have to be the one to benefit. It wouldn't be the first time."

"Be careful with that thought Sayaka," I said, "The problem with these things is that its difficult to predict what could happen. Humans are...chaotic by nature, so its entirely possible that, should the person ever find out, they could react harshly to it."

"Indeed," said Mami, "And then theres the motive behind it. You should be careful that you know exactly why your doing it. Are you doing it for their benefit? Or their everlasting gratitude."

"Thats a little harsh," said Sayaka, "I was just asking."

"I'm sorry," said Mami, looking a little sheepish, "I just had to say it now before it was to late. If your not 100% sure why you're doing it, you'll definitely regret it later."

"I guess your right," said Sayaka, although she didn't look happy, "Maybe I was being a little naive. Sorry."

"Its OK," said Mami, "Its a hard decision to make after all. You don't need to rush into it."

"As far as I'm concerned, the sooner the better," said Kyubey.

"Oh please, haven't you heard?" said Mami, "Girls don't like pushy boys!"

We all shared a laugh as we continued on home.

* * *

An hour later I was sitting at my desk, scribbling in my notebook as Ruby did...something in the corner of the room.

"We should probably get going soon," I said, glancing at my clock that said it was nearly midnight, "I'd kinda like to get some sleep before school tomorrow."

A knock on the door cut Ruby off before she could say anything.

"Madoka, are you awake?" asked Dad.

"Yeah, whats up?" I called back.

"I...could use a hand," he said.

I sighed and got to my feet.

"Let me guess, Moms drunk again?" I asked as I opened the door and followed Dad downstairs.

* * *

Sure enough, when we got downstairs it was to find Mom sprawled out in the entrance way, reeking of booze.

"Urrrg, water!" she moaned as Dad, already knowing how this went, headed to the kitchen to grab a glass.

After giving her the drink and putting her to bed while avoiding a few drunken flails, Dad and I headed to the kitchen for some hot chocolate.

"Urg, I really don't get why people do that to themselves," I said, "It can't feel good."

"Yes well, some people just can't help it," said Dad, "And it doesn't help that your Moms a lightweight."

"At least she didn't hurt herself this time," I said, "Why does she do it?"

"Probably because of all the stress," said Dad, "As much as she loves her job, I guess sometimes it just gets to much."

I sighed.

"Ehh, I guess," I said, "Still, I wish I didn't have to see her like that so often…"

I sighed again and drained my cup.

"Thanks for the chocolate Dad," I said, "Night."

"Sleep tight," said Dad as he took my cup and put it on the side next to the dishwasher.

I headed upstairs and shut my bedroom door, before tucking a couple of my stuffed animals under the bedclothes and grabbing Ruby.

"Time to go."

* * *

Two minutes later, I was flying over the park, making sure to keep out of sight as I could sense moth Homura and Mami nearby. From the feel of things, they were close to the Distortion and just talking, although both were tense. I didn't think it was likely that they'd fight considering they didn't in canon, but I also didn't know if my changes would change that. As it turned out, it didn't and they soon went their separate ways, leaving me to float down next to the fountain after making absolutely sure that neither of them was going to come back. I'd be outed in the next couple of days, but I didn't want either of them to get dragged into a fight with the Spirit. I took a deep breath and glanced down at Ruby.

"Alright Ruby, lets go," I said.

"Understood," said Ruby and opened the gate.

A few seconds later, I was in the Mirror World. I immediately took off and floated above the area, looking around for any sign of the Servant I'd have to fight. I wasn't expecting to get shot in the stomach.

The shot didn't manage to penetrate my Physical Protection, but it still had enough force behind it to knock the wind out of me and send me plummeting back towards the ground before I managed to catch myself.

"What was that?" I gasped, rubbing my stomach, "A sniper round? Is this Archer?"

"Possibly," said Ruby, "Although, if they have a gun, they likely aren't that old. This might be easier than the last one."

I had my doubts about that, but didn't say anything as I cranked my Physical protection up a bit further. I didn't fancy getting shot again. I took off again, this time keeping lower as I kept my eyes peeled. It was a good thing to because it kept me from taking another shot to the side. I barely dodged the round, whipping my head around in time to catch sight of a red and black figure in the trees with a large rifle in hand.

"GOTCHA!" I yelled, whipping Ruby around and unleashing a powerful blast of Prana that obliterated a number of trees and forced my attacker to jump clear.

I had expected them to run and try to hide, but instead they jumped towards me, spinning through the air as their gun unfolded into a...

My eyes went wide and I snapped Ruby up, just in time to catch the blade of a massive scythe wielded by a girl in a black dress and a red hood.

"Wha...but shes got a gun!" gasped Ruby.

"Yes, that turns into a scythe!" I growled as I shoved the Servant back, "Shes not Archer, shes fucking Lancer!"

I flipped in the air, kicking Lancer away with as much strength as I could. The Scythe user went sprawling, giving me enough room to ready myself and prepare an attack. She slowly got to her feet, her hood falling away in the process. Despite myself, I recoiled. I'd expected her to look as dead as Nanoha, but I wasn't expecting her eyes to be blood red and covered in the shattered remains of a Grimm mask like some kind of Arrancar! Her skin was paper white and marred with black veins. I swallowed. Guess this was to be expected considering they were Blackened Servants.

Lancer stumbled slightly as she stepped forwards, before breaking into a run as she charged at me, scythe brought back for a powerful swing. I quickly refocused and fired off a few shots to test her reactions. As expected, Lancer was able to dodge the attacks with ease and, with a twist of her body, swung her scythe at me, aiming to take my head off. I lent back, letting my flight flip me over to avoid it, and shot out of range, zipping to above the treeline where I was out of range of her melee attacks.

Lancer allowed the momentum of her missed attack to spin her around, planting her feet to stop with Crescent Rose pointing directly at me as it folded back into rifle form, and opened fire. I summoned a barrier to take the hits as I charged my Prana and unleashed a rain of Prana Arrows in a wide arc below me, destroying a good portion of the park and throwing up a cloud of dust. Almost immediately, the gunfire stopped and I let the barrage stop after a couple of seconds.

"No way that was enough," I muttered as I scanned the area, "Lancers have Magic Resistance and her Aura should have protected her…"

At that moment, there was a blur of red and I barely got Ruby up in time to block Lancers swing. The sheer force behind it was enough to send me flying towards the ground with Lancer hot on my heels, helped along by a few shots behind her. A moment later, she slammed into my stomach with both feet. My eyes bulged, but the lack of air in my lungs made my scream of pain turn into a breathy gasp. Before I could recover, Lancer jumped away, leaving me to slam into the ground with a loud crash.

"MADOKA!" yelled Ruby, "Are you alright?"

"I-I think so," I groaned as I slowly pushed myself up, wiping my mouth and grimousing at the taste of bile in my mouth.

She'd hit me so hard I'd actually thrown up. I'd probably be pissing blood after this fight. I gritted my teeth, pushing the pain to the side as Lancer slowly shifted, her weapon dragging along behind her as she started running towards me again.

"Ruby, please tell me you have a close ranged weapon," I said.

My response was a short blade shooting out the top.

"That'll do."

I ducked under Lancers clumsy swing, thanking my lucky stars that her status as a Corrupted Spirit made her little more than an instinctive brawler, and jammed an elbow and palm into her stomach. Her Aura flared, but it was clear that my blow had got through at least a little as she went stumbling back, gasping for breath. I didn't give her time to recover and pressed my advantage, taking a swipe with Ruby's blade and unleashing a Prana Cannon as Lancer blurred back in a shower of rose petals. She reformed, just in time to take the blast to the face and go flying back into a tree with such force it toppled over. She let out a moan as her body flickered, her Aura depleted.

I quickly pushed off, shooting forwards as fast as I could before she could fully recover, my Kaleidostick at the ready. As I did, Lancer slowly opened her eyes, the red bleeding to silver as they started to glow. Before she could release the attack though, I reached her and swung Ruby as hard as I could. Lancer screamed in pain, a sound that was more beast than Human, and recoiled as black smoke billowed from her slashed eyes. I turned on my heel and drove the short blade through her chest, following it up with a Prana Cannon for good measure. The force blasted me back and I rolled to a stop a short distance away, getting to my feet as quickly as I could and prepping a barrier and Cannon, just in case, as I waited for the dust cloud to clear. Far to many people were taken off guard by similar situations for me to not do so.

However, it seemed that my paranoia was unfounded this time as the dust cleared to reveal Lancer with a gaping hole through her chest, leaking black mist. She twitched a few times, making choking sounds, before her body dissolved, leaving the card floating in the air. I let out the breath I was holding and fell to my knees, my arms and legs shaking.

"That...was harder than the last fight," I groaned.

"Such is the difference between a Caster and one of the Knight classes," said Ruby, "We should be thankful that both were relatively weak for Servants."

"I suppose thats a good point," I said as I leavered myself to my feet and stumbled over to retrieve the card, "Urg, I have a horrible feeling that the others are going to be even tougher…"

I sighed.

"Well, I guess we'll get some soon enough," I said, "Get us out of here Ruby, I want to go to bed."

Ruby compiled and I took off as soon as the jump was done and flew home, wincing in pain as my poor stomach, no longer numbed by adrenaline, throbbed with every movement. I was NOT looking forwards to tomorrow.

 **Aaaand done. Bit short, but oh well. Next time, things blow up. Again.**

 **I'm...not entirely sure why I had her encounter Kyoko like that, if you can even call it an encounter, but whatever.**

 **Yeahhh, no one was fooled by my hint towards Ruby being Lancer. I honestly expected that, although I was surprised that so many people thought that Noelle would be Berserker. The actual Berserker is so much more powerful than her though, in fact, she has the title of being the most powerful individual in her world, a true Monster in the form of a twisted angel. Lets see if that helps anyone guess. For another clue, shes actually appeared in a form in one of my other stories.**

 **Yeahhh, future fights are NOT going to be that easy, even with the other Magical Girls around to help.**

 **And with that, I'm done. Don't forget to leave a review on the way out!**


	4. Chapter 4

Outsider Chronicles: Puella Magi Madoka Prisma

Getting reborn as a girl was...interesting. Getting reborn as a girl destined to either be a destroyer or a literal Goddess was a pain in the ass considering I don't fancy being either. I certainly didn't expect to take a staff to the face and dragged into a quest searching for cards. Maybe Kyubey would have been a better choice...

 **And we're back! Well, I've had a lot of theories on who Berserkers going to be and only one has been correct! Unfortunately, its a guest review, so I can't shower them with praise for not trotting out Noelle again. Anyway, enjoy!**

Chapter 4

You know, as much as I've come to like my job as Ruby's partner, I have to say that the after affects HURT! The morning after my fight with Lancer, my muscles ached and my stomach was killing me and was a nasty mix of blotchy purple and red bruising, and my shoulder was throbbing where the recoil from my last attack had nearly pulled the muscle. I also turned out to be right about the blow to the stomach making me piss blood, although it wasn't as bad as I was expecting. Guess I can thank Ruby's talent for speeding up her users healing. Actually, it was only thanks to that that I could move at all, although that didn't stop me from limping slightly.

"Are you OK Madoka?" asked Hitomi as I caught up to her on the way to school, "You look a little...tender."

"I just slept wrong," I said, "I'll be fine."

Hitomi raised an eyebrow and poked me in the shoulder. I gritted my teeth to keep in a yelp of pain. Guess I wasn't quite as healed as I thought.

"Slept wrong, sure," said Hitomi, "Your not doing anything dangerous, are you?"

"Heh, no of course not!" I said quickly, "Anyway, where's Sayaka?"

"Hey guys, sorry I'm late!" called said girl as she came jogging up with a wide smile on her face and Kyubey on her shoulder.

"Hey SayakAAAA!" I said, only to trail off into a yelp as my best friend clapped a hand down on my shoulder.

The blue haired girl recoiled in surprise as my hand instinctively jumped to my shoulder.

"Oh jeez, are you OK Madoka?" asked Sayaka.

"Y-yeah, I'm fine," I said with a strained smile, "I just slept on it funny is all."

That got me funny looks from both Sayaka and Kyubey, but neither of them pushed as we headed to school. Despite that, I could feel Kyubey's gaze drilling into my back all the way there. Yeah, he knew I was full of shit.

"Can't you do something about this?" I hissed to Ruby as I put my shoes in my locker.

"I've already got Physical Heal as high as it can safely go," said Ruby, "You'll be fighting fit by evening, but I wouldn't recommend actually fighting until tomorrow."

"If the fight with Charlotte happens today, I won't have a choice," I said, "I won't let Mami die."

I slammed my locker and turned around, only to pause when I saw Homura stood a short distance away, staring at me with a strange expression on her face. I hesitated, before walking over. I saw no reason I couldn't at least try to reforge the bond between Madoka and Homura, even if I wasn't even close to the girl she was expecting.

"Good morning Homura," I said.

The other girl frowned slightly, her eyes flickering over my body, before zeroing in on my stomach.

"Your hurt," she said, "What happened?"

I winced and rubbed my stomach.

"Nothing much," I said, "I fell and managed to hit my stomach on my chair arm."

Homura frowned and lent forwards.

"Don't lie to me," she hissed, "I can tell the difference between an injury caused by combat and an accident. You've been shot."

Her hands shot out and grabbed mine, pulling them up so she could see my fingers.

"You don't have the ring or mark of a Magical Girl, so tell me, _who have you been fighting and why!?"_

I stared at her for a moment, genuinely taken aback. I knew she was good, but to be able to tell with a glance that I'd been injured in battle was impressive. I imagine that my friends, Kyubey at least knew I was lying, but they likely wouldn't be able to figure that out, especially not that I'd been shot.

"I can't tell you _HERE!"_ I hissed before Homura could protest, "Listen Homura, I trust you a lot more than Sayaka or Mami do, but everyone has secrets and mine are not the sort of thing I want anyone finding out who could misuse the information. Yes, I've been fighting, but trust me when I say that I have no interest in Kyubey's offer."

Homura fixed me with a shrewd look and I had to wonder if she'd noticed that I hadn't mentioned not becoming a Magical Girl. I sighed.

"Look, if you really want to know, I'm going with Sayaka to the hospital tonight to see a friend of hers. If you want to meet after that, we can do so."

Homura hesitated, before she gave a curt nod and walked away.

"What was that all about?" asked Hitomi as she and Sayaka walked up.

"Nothing, just talking," I said.

"I don't know why, shes a bitch," muttered Sayaka.

"Aww, shes not so bad once you get to know her," I said, "Anyway, lets go. It wouldn't do to be late for class."

* * *

Once school was out, Sayaka and I headed across town to the hospital. I'll be honest, I have no idea why I agreed to tag along considering I didn't know Kyosuke that well and I'd end up in the waiting room, but I was a good friend, so I'd suck it up. Besides, Ruby managed to locate another Distortion, so that was nice. What was extra nice was that the bruising on my stomach and shoulder had finally faded and they no longer hurt.

I was just trying to decide if it was worth flicking through the month old magazines in the hospital waiting room when the lift doors opened and a sad looking Sayaka stepped out.

"Couldn't you see him?" I asked.

"Guess he didn't want visitors today," said Sayaka, "And I came all this way to…"

I sighed and got to my feet.

"Maybe its because you keep bringing those CDs," I said.

"Huh? What do you mean?" asked Sayaka as we started heading out.

"Well think about it," I said, "How would you feel if you lost the ability to do something and then your friend kept bringing you things that reminded you of it?"

Sayaka stopped, paling slightly.

"Oh crap, I never even thought of that!" she gasped, "I'll have to…"

She trailed off.

"Sayaka?" I asked, stopping as well and glancing back.

My friend was staring at something in the wall. I followed her gaze and felt my blood run cold.

"Its a Grief Seed!" gasped Kyubey, "And its about to hatch!"

"Oh crap, thats not good!" I gasped.

"This is bad, we need to get out of here!" said Kyubey, "A Labyrinth is about to open up!"

"Madoka, do you have Mami's number on you?" asked Sayaka.

"No, I don't," I said, "Its on my phone, but I forgot to charge it last night."

I glanced down at my bag where Ruby was hiding. Should I…? No, it wasn't worth risking it. Hopefully, Mami wouldn't be as reckless as she was in canon.

"Right, go find Mami and bring her here," said Sayaka, "I'll stay here and keep an eye on it."

"Sayaka, that's to dangerous!" I said.

"Madokas right," said Kyubey, "Besides, we still have some time before the Witch hatches, but once the Labyrinth pulls you in, you won't be able to get out again! Mami might not get here in time to save you."

"But if the Labyrinth opens up, how will we know where the Grief Seed is?" demanded Sayaka, "No, I can't let that happen. Not here!"

"Urg, so stubborn," I grumbled, "Alright, fine, I'll go."

"I'll stay with Sayaka," said Kyubey, "If we're not here, Mami can use Telepathy to track my position."

I nodded.

"Got it. Stay safe and Sayaka, don't you dare die!"

Sayaka gave a weak smile.

"Don't worry Madoka, I'll be fine," she said, "Now hurry!"

I nodded and sprinted away.

"Ruby, dial Mami," I said as I ran, reinforcing my body to increase my speed.

"Understood," said Ruby, floating out of my bag and next to my ear.

There was the faint sound of a dial tone, before something clicked.

"Hello?" said Mami's voice.

"Mami, its Madoka," I said, "Sorry for being a little short, but we have a problem."

I gave her a quick rundown of the situation.

"Alright, I understand," said Mami, "I'm on my way now. I'll meet you outside the hospital."

* * *

It didn't take long for Mami to arrive and we hurried to where I'd left Sayaka and Kyubey, only to find a discarded school bag on the pavement. Mami frowned and held out a hand, summoning the portal into the Labyrinth.

" _Whats going on Kyubey?"_ she asked.

" _We're OK, the Witch hasn't hatched yet,"_ said the little devil.

" _You OK Sayaka?"_ I asked.

" _Heck yeah, I'm so bored I'm about to fall asleep,"_ said my friend.

" _I wouldn't advice using large amounts of Magic,"_ said Kyubey, _"You might disturb the egg. You don't have to hurry, just come as quietly as you can."_

" _Got it,"_ said Mami and we stepped through the gate.

The inside was just as fucked up as the other Labyrinths and I made sure to keep a hand in my pocket where Ruby was hiding. I doubted we'd be attacked by anything Mami couldn't handle (yet), but it wouldn't do to be caught unawares.

"Urg, what is Sayaka thinking?" muttered Mami as we made our way through the twisted landscape of the Witches home, "Shes taking a huge risk…"

"Well, you know what shes like," I said, "Always jumping in without thinking things through."

"True, but at least this way we don't have to worry about the Witch getting a...way…" she trailed off as she looked over her shoulder at me, only for her eyes to instead land on someone approaching from behind.

I glanced back and, sure enough, Homura had arrived.

"I thought I told you, I didn't want to see you again," said Mami.

"Like it or not, I'm hunting this pray," said Homura, "You should leave. Now."

"We're not going anywhere," said Mami, "Kyubey and Sayaka are inside waiting for us."

"Then I'll make sure they both get out safely," said Homura.

"Do you honestly think I trust you?" asked Mami, before waving a hand and summoning a set of ribbons to bind the Timebender.

"You idiot!" gasped Homura as she struggled against her bonds, "We don't have time for this!"

"I don't want to hurt you, but you give me no choice," said Mami, "Don't struggle, they'll only get tighter."

"Um, not to but in, but don't you think it'll be a good idea to accept the offered help?" I asked, "We could do a lot more if we work together."

"I don't need her help," said Mami, "Come on Madoka, lets go."

I sighed. Bloody stubborn friends!

"Sorry," I mouthed to Homura as I followed the ribbon user deeper into the Labyrinth.

"No, wait!" shouted Homura, before the ribbons cut her off by tightening.

* * *

It took some time to make our way through the twisted landscape, a mix of the illogical nature of Labyrinths and having to avoid the Witches minions making it even harder, but we continued deeper and deeper, following Kyubey's trail.

"So, have you put any more thought of what you want to wish for?" asked Mami.

I winced.

"Um, not really," I said.

"Really? After all this time?" asked Mami, looking back at me in surprise.

I sighed.

"The thing is Mami, I'm not even sure where to start with all this," I said, "I mean, the idea of having Magic and fighting evil sounds good and all, but…"

"I understand," said Mami, "Its scary, not many people can face down what we do without flinching. Even I have trouble sometimes. I just put on a brave face because if I'm hurt and scared theres no one to turn to. Its not fun, being a Magical Girl."

"Well, I can safely say your not alone anymore," I said, "No matter what, I'll always have your back."

"Heh, your right, I'm not alone," said Mami, her voice cracking.

Then she turned around and took my hands.

"I've found someone whos willing to stand by my side and fight with me from now on!" she said.

I blinked, a little taken aback.

"Wait, what?"

Not that I wouldn't fight with her of course, I just wasn't sure where she got the idea. Unless...oh crap, she took my reluctance to just tell her that I wasn't going to take Kyubey's offer as me just being undecided!

"W-will you really stay with me?" she asked.

"Y-yes, but Mami…"

She sniffed and took a step back, scrubbing at her eyes and completely ignoring me.

"Oh, look at this," she said, "Not really what you'd expect from a role model, is it? I'm not very good at this sort of thing, am I?"

"M-mami, thats not…"

"Madoka, make sure you know what you want," said Mami, once again rolling over me, "It is a contract after all, so you might as well get something out of it."

"I don't…"

"Oh, I know!" she said, "Once we're done here, we'll throw a celebratory feast and you can ask Kyubey for a fabulous cake!"

"That sounds nice, but…"

"Yes, you can ask for the biggest and most extraigent cake ever!" continued Mami, "Then we can throw a celebration for everyone to celebrate us becoming a Magical Girl duo!"

"Mami, I don't…"

" _MAMI, the Grief Seeds started moving!"_ Kyubey's voice cut me off, _"Its about to hatch!"_

"Ok, I'm on it!" said Mami, "Today's a special day, so I'll make short work of it!"

She summoned her Soul Gem and transformed, before leaping into battle with the Familiars and leaving me in a protective barrier.

"This isn't good," I muttered, "Shes being reckless and shes so fixated on us working together that shes completely lost sight of reality."

"I never would have thought that the Power of Friendship could be so dangerous," said Ruby.

"Damn it, I was hoping to avoid this," I grumbled, "What do you think Ruby, can we beat Charlotte?"

"Easily," said Ruby with a sniff, "I've analyzed the Witches we've encountered so far and I can safely say that, while dangerous and more than a match for an average magus, they would be no match for a Prisma Magical Girl. Especially if you use an Include."

My fingers twitched towards the card holder attached to my thigh under my skirt.

"The question is, can I fight?" I asked.

"Against a Servant? No. Against a Witch? Easily, so long as you don't go to far."

I nodded.

"Alright, that's fine," i said, "Now come on, lets go."

Mami landed in front of me, a mile wide smile on her face, and took my hand as we started running in the direction of the Witches lair.

* * *

The room was dark when we arrived and we hurried over to where Kyubey and Sayaka were hiding.

"Sorry we're late," said Mami.

"Thank god you made it," said Sayaka.

"Be careful, its coming!" said Kyubey.

We all looked towards where the Grief Seed was pulsing rapidly, before it seemed to shatter into white goo and the tiny form of Charlotte's lure appeared. Before I could react, Mami was across the room and cutting down her massively high chair with the butt of her gun. The fight started and went pretty much like I was expecting. It seemed like she was beating the Witch easily, but I knew better.

"Get ready Ruby," I muttered as Mami prepared to finish the Witch off.

"Why are we waiting?!" demanded the Kaleidostick.

I paused.

"Good point."

Of course, at that moment, Charlotte revealed her true form and loomed over Mami, who, predictably, froze in the face of the massive teeth suddenly appearing. I didn't wait a second longer, vaulting over our cover and pouring Prana through my body to boost my speed to such a degree that I'd be able to match some Servants.

"MAMI, DUCK!" I shouted as I dove forwards and shoved her out of the way.

Unfortunately, that put me in the perfect spot to get swallowed whole by the Witch.

* * *

It took Mami a moment to fully absorb what had just happened as she hit the ground, but when it penetrates her brain, she quickly turned, just in time to see her pink haired friend vanish into the monstrous Witches maw. Once again, she froze, her eyes going wide with horror.

"MADOKA!" screamed Sayaka, her voice cracking as tears started to appear in her eyes.

Mami barely heard her however. She had no idea how the younger girl had managed to cross the space between them so quickly, but she had saved Mami at the cost of her own life. It was her fault. Her best, and only if she was entirely honest, friend in the world was dead and it was all her fault.

She barely reacted as the Witch licked its lips and turned its attention back to her, clearly not yet done with its meal. It slithered down towards her and opened its jaws again, but Mami didn't move. What was the point? She'd failed to protect the one person who mattered to her. Death was preferable to the shame of that. She closed her eyes, ready to welcome death.

However, instead of slamming its beartrap like jaws down on her, the Witch let out a strange whimpering sound. Despite herself, Mami opened her eyes to see that the Witch looked rather pained, its eyes bulging almost comically as a faint, reddish pink light emerged from its stomach. Then, a voice rang out, strangely clear considering where it was coming from.

"Include: LANCER!"

The Witches eyes bulged even further, before there was a sound not unlike one of Mami's guns going of, only much louder, and something stabbed through the Witches body from within. Another loud retort echoed and the object was yanked around in a circle as the Witch howled in pain. Before Mami could blink, the Witch was cut in half from within, sending its top half slamming into the ground and allowing the stinking, slimy and very annoyed looking Madoka to escape.

However, it wasn't the same Madoka who had been swallowed. Instead of her school uniform, the pink haired girl was wearing a pink, feathery outfit with a cape and feathery ribbons replacing her normal red ones. In her hand, and clashing rather impressively with the outfit, was a massive, red and black weapon that looked like a scythe had decided to have a baby with a sniper rifle.

"Well, that was a singularly unpleasant experience," said an unfamiliar, female voice that seemed to be coming from the scythe, "Did you have to try and emulate Johna?"

"Oh, shut up Ruby, it worked didn't it?" said Madoka.

"Of course it didn't and you damn well know it!" said the second voice.

Madoka sighed as the Witch seemed to regenerate and reared up behind her. Before either Mami or Sayaka could shout a warning, Madoka turned in mid air and twirled her Scythe.

BANG!

Another loud retort sent the massive blade shooting down, cleaving through whatever passed for the Witches skull, even as a new body emerged from the originals mouth and shot towards Madoka again, clearly angry and eager to eat.

"Schneller Schritt," said Madoka and vanished as the Witch shot through the space she occupied a second ago.

Mami looked around wildly, before movement out of the corner of her eye made her look up and spot Madoka with her feet braced against the ceiling of the Labyrinth as her scythe seemed to fold in on itself into a more blocky form. She took aim and what could only be described as a magic circle appeared in front of the barrel, before she opened fire with the rifle. Despite the fact it was obviously some kind of bolt action rifle, the barrage of glowing, ruby red bullets that rained down on the Witch looked more like something from a flak cannon and tore gaping holes in the squealing Witches body.

After a few moments of sustained fire, Madoka let up and spun her weapon, once again extending it into a scythe and pushing off the ceiling.

"Crescent ROSE!" she shouted as she shot towards the Witch and swung the scythe.

Exactly what happened next, Mami wasn't sure, all she knew was that the scythe suddenly erupted into a rose red blast of light mixed with silver as it cleaved the Witch in half. Then, there was a horrifying scream, followed by the familiar feeling of a Labyrinth fading. By the time she'd blinked the spots from her vision, they were back in the real world and Madoka was picking up the dropped Grief Seed.

"Include: Cancel," she said.

The scythe in her hand glowed, before shrinking down into the form of a wand that looked like something out of Magical Girl anime and spat out a card Madoka caught and slipped into the holster on her thigh.

Then she turned around and fixed Mami with a glare that was so completely at odds with the smaller girls normally cheerful expression that the blonde would have taken a step back if she wasn't already on the floor. Then…

SMACK!

"You fucking IDIOT Mami!" shouted Madoka as Mami slowly reached up to her now stinging cheek, "You know better than to charge into a fight halfcocked like that! If I hadn't have stepped in, you would have DIED!"

"M-madoka, I…" started Mami.

"No, you don't get to say anything!" snapped Madoka, "Sit there and think about what you've done! We can't fight together if your DEAD!"

She threw the Grief Seed at Mami's feet and stomped away.

I took a deep breath as I tried to get my anger under control. It was times like this that I hated being a teenager again. Yes, I was angry at Mami for jumping in without thinking and not listening to me, but she didn't deserve to be screamed at. I'd apologize later, after she'd had some time to stew. Besides, I had some other issues to deal with. Namely the Timebender who was staring at me with a look of stunned horror on her face.

* * *

There were several things Homura was expecting when Mami bound her. She hoped that she'd find herself released when the Labyrinth vanished, but the cynicism nurtured over so many do-overs basically killed that, so she was prepared to have to hurry to save Madoka from both the Witch and Kyubey's insidious whisperings.

Madoka. Now that was a name that instilled a number of conflicting emotions in the Time Traveler, some familiar, others less so. Longing, friendship, grief and, if she was honest, more than a little attraction. However, this time, things seemed...different. With every go-through, Madoka had been different for reasons she wasn't sure of, but there were always similarities. Her quite courage, her caring nature, even her appearance. However, this time, Madoka was very different. She was confident in a way even the original version she'd met wasn't and carried herself in a way that indicated that she cared little for how others thought of her. Her caring nature had also changed, going from worrying to the type who'd tear anyone who hurt her friends or family to shreds.

Homura still wasn't sure what she thought of this Madoka, but her mission remained the same. The pink haired girl would NOT become a Magical Girl and, if she could manage it, neither would Sayaka Miki and Mami and Kyoko would have a chance to live a little longer.

Unfortunately, it seemed that she'd already failed at at least part of that when the ribbons blinding her dissolved.

"No," she breathed, watching as the remains of the magic leaked from between her fingers.

Homura took a deep breath and steeled her heart, putting her ice cold mask back on and taking off through the distorted corridors of the Labyrinth. She didn't have time to…

BOOM!

The sudden explosion made her stumble.

"What was…" she muttered, before trailing off as her eyes widened.

She could feel a new Magical signature, a very familiar Magical signature.

"No…" she breathed.

She started running again, desperation lending her feet wings as she pelted through the Labyrinth. Thanks to her speed, and no small amount of telling time to go cry in a corner, it took almost no time at all for Homura to reach the center of the Labyrinth and kick the door open, just in time to be met with a blast of red and silver light that knocked her off her feet. A moment later, the light faded, taking the Labyrinth with it, leaving the Magical Girl sat on the ground outside the hospital, staring at her worst nightmare. Madoka in a Magical Girl costume.

However...something was off. It took a moment for Homura to figure it out, but eventually she realized what it was. No matter the timeline or how different Madoka was, she always had the same Magical Girl outfit and weapon, but this Madoka, while still wearing pink, looked completely different and her weapon was a massive scythe that looked oddly out of place next to her feathery outfit. A moment later, the reason became obvious as she said something and the scythe transformed into a wand that seemed to spit out a card of some sort.

She barely heard Madoka tearing strips out of Mami as her mind wearld. Something was wrong here. Madoka had told her that she had no intention of taking Kyubey's offer and Homura believed her. Then there was the change in outfit and weapon and the fact that Kyubey looked like he'd been slapped with a fish.

A loud clap snapped Homura out of her shocked stupor and her attention back to Madoka, who's Magical Girl form had just vanished in a flash of light and shower of pink feathers, leaving the head of her wand floating at her shoulder.

"Right, since we now have an awkward conversation to have, how about we head somewhere that we won't be blocking the doors?" she said.

She turned to Sayaka.

"Are you OK?" she asked.

"Y-yes, but Madoka..." she said.

"Questions can wait," said Madoka as she walked over to where Mami was still kneeling and offered the older girl her hand, "Can you stand Mami?"

The blonde girl stared at the hand, before slowly nodding and taking it. Madoka pulled her to her feet. She went to let go of Mami's hand, but the older Magical Girl grabbed on with both hands, so she just smiled and led the shaken girl over to the rest of the little group.

"Lets go to the cafe," said Madoka, "They do good coffee and I think we'll all need a drink after this."

There was a round of general agreement and they headed into the hospital again.

 **Whoooo boy, that last bit was PAINFUL! I just couldn't get it right without it sounding rushed or contrived. Whatever, its done now.**

 **My view of Homura is that after so many times seeing her friends die or turn into Witches, shes reached the point where she has to bury her emotions to keep from breaking down. She still does care for them, but she can't let herself get attached again or she'll fall herself.**

 **Mami...oh dear, I know I'll likely get some flack for her OOC actions in this chapter. However, after spending so much time fighting alone, its not impossible that she'd take the possibility of gaining a partner and run with it. Its part of the reason why she lost focused and died in the original version of this world.**

 **Before I sign out, I'm gonna start making profiles for the known Servants. The stats are mostly arbitrery, but it should let you get some idea of how strong they are. Heres the first, Caster:**

Name: Nanhoa Takamachi

Class: Caster

Peramiters:

S: E

E: C

A: A

M: EX

L: A

Skills:

Territory Creation: E. being a Mage from another world, Nanhoa doesn't need a Workshop. However, she can saturate the area with Prana to pull off her most powerful spells

Linker Core: A. Despite lacking Magic Circits, Caster instead possesses a Magical Core. This allows her to use far more powerful spells in far greater quantities than any Magus

Flight: A. Caster can fly without the aid of artifacts with nothing but Magic.

Noble Phantasm: Raising Heart Exelion. The Intelligent Device she used in life, it possesses the ability to grant its user the power to use spells that rival those from the Age of the Gods. It can absorb Mana from the environment and comes with a Cartridge System that can grant temporary boosts in power. Rank A.

Divine Buster: One of the two spells that brought its user fame, it has become one of her Noble Phantasms in death. It is a very powerful, long range spell on par with Rain of Light used by Medea. Rank A

Starlight Breaker: The other spell that became its own Noble Phantasm, this spell draws in Mana from the environment to create a massive blast of pure power. Rank EX.

 **There we go. Her NP parameters may be a bit high, but considering what Nanoha's capable of, I think their well earnt. That said, some of the parameters of the future Servants will blow hers out of the water.**

 **Anyway, time to sign off. Next time, a conversation and the fight with Berserker. Hmm, one more clue? Eh, why not. Shes not from Worm and has one horn. Lets see if that gets any reactions.**

 **Until then, don't forget to leave a review!**


	5. Chapter 5

Outsider Chronicles: Puella Magi Madoka Prisma

Getting reborn as a girl was...interesting. Getting reborn as a girl destined to either be a destroyer or a literal Goddess was a pain in the ass considering I don't fancy being either. I certainly didn't expect to take a staff to the face and dragged into a quest searching for cards. Maybe Kyubey would have been a better choice...

 **And we're back! Nothing to say here, other than, enjoy!**

Chapter 5

Well, this is quite the predicament. I mean, I knew I'd have to have this talk sooner or later, but I honestly wasn't expecting it to be immediately after a fight where I'd literally been eaten. Now I had to deal with a Mami who wouldn't let go of my hand, a stunned and scared Sayaka and a Homura who seemed to be utterly lost. On the up side, I managed to pry Mami off my arm long enough to get some drinks for us while Ruby set up a Bounded Field that would stop people from casually listening in. I sat down and placed the tray in the middle of the table, taking my tea as the others just fixed me with looks ranging from scared to barely suppressed anger. I ignored them as I took a sip of tea...until Ruby smacked me upside the head.

"Stop procrastinating," she said, "This silence is starting to get to me!"

I growled as I grabbed a tissue and wiped up some of the mess Ruby had made, inwardly rather grateful I'd got cups with lids or that could have hurt. I put down my cup and clasped my hands.

"Right, where to start?" I mused, "Introductions I guess."

I gestured at Ruby.

"Everyone, this is my annoying sidekick, the Kaleidostick Ruby. She...recruited me to help hunt down some rather dangerous artifacts that have appeared as a result of...numerous contributing factors."

"That thing turned you into a Magical Girl?" asked Homura, glaring at Ruby.

"Not in the way your thinking," I said, "Other than activating my already present Magic Circuits, shes not actually changed anything about me."

"Thats not entirely true," said Ruby, "When your transformed, your stronger and much more sturdy than any normal Human."

"Considering we're fighting Heroes, thats necessary," I said, "Besides, the changes don't carry over."

"True enough."

"What the hell!?"

I looked back at my friends and saw that they were all gaping at Ruby.

"What?"

"That thing can speak?" demanded Sayaka.

"Unfortunately yes," I said, "Shes fully sentenat and her method of tricking me into the contract was to embarrass me over my lovelife."

"Heheh, that was fun," said Ruby, "By the way, when are you going to...GLUMPH!"

I grabbed her my the 'face' and slammed her repeatedly into the table, my face kept carefully blank as I ignored the looks I was getting from the others.

"Theres one thing I don't get," said Sayaka after I'd let got of Ruby and let the dazed stick float to the table again, "If your a Magical Girl, why haven't you helped Mami before now?"

I shrugged.

"The main reason is because I have opponents of my own," I said, "Another is that Mami really shouldn't need the help. I fully intended to bring this up since I highly doubt I can beat the other five Cards on my own, but theres a limit to what I can do without any Class Cards."

"What are Class Cards?" asked Sayaka.

I pulled out the two cards I had in my possession.

"Kyubey's Magical Girls fight for Grief Seeds," I said, "Kaleido Magical Girls fight for these."

I put them on the table.

"Technically, I only have seven fights, but each of them is with an opponent who is literally beyond Human. Each of them is an individual who has achieved such incredible feats that they have entered into legend and, upon death, entered the Throne of Heroes. They are beings of myth and legend and it shows."

"How powerful are we talking here?" asked Sayaka, looking a little pale.

I smiled thinly.

"Let me put it like this," I said, "Caster is the physically weakest of the Classes, but even she would have been able to casually throw wrestlers around. Even at their weakest, a Servant could kill a normal Human without breaking a sweat. At their strongest, they could devastate entire cities with a single strike. The Blackened Spirits that come from the Cards are weak compared with their true forms, but even then, they could kill me with ease if I fuck up."

Homura frowned.

"Then why do you do it?" she asked, "It sounds like...Ruby tricked you into making the Contract and you didn't get anything out of it, so why did you agree to fight?"

"Three reasons," I said, "First of all, Ruby could annoy the hell out of me if I didn't, second, its actually kinda fun and third, her creator scares the shit out of me."

There was a loud bark of laughter from the booth behind me, but I ignored it. Its not like anyone outside the Bounded Fields could hear us after all.

"Plus, I get to learn Magecraft and there is a risk, however slight, that the Blackened Spirits will escape their pocket dimensions."

We all sat in silence for a moment as my friends absorbed what I'd told them.

"So, what now?" asked Sayaka.

I shrugged.

"Life goes on," I said, "It might be earlier than I intended, but I wasn't kidding when I said I was willing to fight alongside Mami and, I hope, you as well Homura."

Homura and Mami looked surprised while Sayaka frowned.

"I get Mami, but why her?" she asked, "Actually, why is she here?"

"Because the life of a Magical Girl is hard enough without adding needless conflit to it," I said, "We all have our reasons for fighting, but that doesn't mean we have to fight each other if it can be avoided."

There was another moment's silence, before Homura sighed and turned to Mami.

"I'm willing to work with you if you are," she said.

The Ribbon user took a deep, still slightly shaky breath and nodded.

"Me to," she said, "I won't lie, I don't really like you, but...today's shown me that I can't keep fighting alone."

I smiled and clapped my hands.

"Excellent," I said, "Now we'll have an easier time with the Witches!"

"And these Heroic Spirits," said Homura, "I'm not letting you fight them alone."

My smile widened.

"Good, I was hoping you'd say that," I said, "I'll take all the help I can get."

"I'll help to," said Mami.

"And me," said Sayaka, "I might not have powers, but I can still cheer you on at least!"

I smiled again and looked around at my friends as I felt tears prick at my eyes. I hadn't pulled any punches with my explanations and they were still willing to stand with me. That...meant more to me than I think they knew.

"Thank you all," I said.

"By the way," said Sayaka, "What happened to Kyubey? Hes been a little quite."

We all looked at the critter, who was sitting very still indeed.

"Oh, don't worry about him," said Ruby, "I just didn't want him listening in."

Mami and Sayaka frowned.

"Why not?" asked Mami.

"Lets just say that hes not as cuddly as he might seem," I said.

Homura shot me a sharp look while Mami looked like she wanted to ask what I was talking about. However, instead of asking, she kept quite.

"Alright, I think thats everything," I said, "If you want to help, Ruby detected a Distortion on the roof. I plan to take it on tomorrow after I'd recovered from my fight with Lancer."

Homura nodded.

"I'll be there," she said, "Pardon me, but I have some things to do."

She stood, bowed and walked away.

"Rude," muttered Sayaka, "But I know what she means. You've given us a lot to think about Madoka. And I need to think about how I can make it up with Kyousuke for being such a horrible friend."

She said her own goodbye and left, taking Kyubey with her, who seemed to jerk awake as soon as he left the Bounded Field. Now alone other than Mami, I turned to the older Magical Girl and frowned. She...didn't look well. Despite her contributions to the conversation, she was clearly still not recovered from her brush with death and was looking down at her hands, twisting her fingers nervously. I reached out and placed a hand on hers, making her look up.

"Mami, you can talk to me," I said softly, "This isn't like you, so what's bothering you? Is it…"

"I'm sorry!" she blurted suddenly, cutting me off.

I blinked.

"Sorry for what?" I asked.

"I let my eagerness at the idea of having a partner get the better of me," said Mami, "I know better than that, but I still got overconfident and let my guard down. If you hadn't stepped in, I would have been killed and then you and Sayaka would have been…"

She trailed off as she started tearing up. I sighed and pulled her into a hug, rubbing her back and cooing in her ear as she broke down and started crying into my shoulder.

"I won't lie, you should have known better," I said, "I tried to tell you that I wasn't interested in Kyubey's offer, but you kept running over me. I don't blame you for it though, I can't even imagine how it must have felt, being alone for so long. However, its done, we're all alive and well, so learn from this and move on."

Mami sniffed a few times as she got herself under control and accepted the tissue I offered her.

"Thank you Madoka," she said with a watery smile, "Your a good friend."

I smiled.

"I'm a Magical Girl," I said, "Its practically in the contract!"

That made Mami burst out laughing.

* * *

The next day, after school let out, the four of us met back at the hospital and headed up to the roof.

"Alright, before we go, I want to reiterate that this fight WILL NOT be like the ones your used to," I said, "Even the weakest of Servants will be able to throw you around with ease and most of them have extreme Magical Resistance. Do not let your guard down for a moment."

"We got it already, lets just go!" said Sayaka, taking a few steps forwards.

I held up a hand.

"Hold it, your not coming Sayaka," I said.

My best friend stopped, a look of surprise and betrayal on her face.

"Wha...but why?" she asked.

"Because our opponent is powerful enough that it could kill you without trouble," I said bluntly, "There are Spirits who can literally kill with a look. As Magical Girls, we all have resistance to Magic attacks and our bodies are stronger than normal Humans. Without that, you could easily be killed."

I put my hands on her shoulders.

"I couldn't live with myself if that happened," I said softly, "Please Sayaka, just wait out here."

My friend stared into my eyes and, for a moment, I thought she was going to punch me. Instead, she sighed and smiled weakly at me.

"Alright," she said, "I get it. Just...make sure you come back, OK Madoka?"

I smiled and nodded.

"Of course," I said, "It'll take a lot more than a jumped up card to kill me!"

Sayaka smiled back and hugged me.

"Good luck," she whispered in my ear as I hugged her back.

She broke away and took a few steps back.

"Guess I'll go say Kyosuke," she said with a smile, "Good luck guys!"

She jogged towards the stairs.

"Was that really necessary?" asked Mami.

"Yes," I said, "I wasn't joking when I said she could be killed by accident."

I took a deep breath.

"Alright, lets get this over with," I said, "Ruby?"

"Ohh, lets goooo!" said Ruby and started to glow.

Before I could react, my clothes vanished and I was surrounded by a kaleidoscope of light.

* * *

 **Compact full open, Mirror World circuits, maximum engage!**

 _I was floating through a golden plane full of falling feathers, my body nude and glowing brightly as energy flowed through me, making me feel stronger than ever before. A pulse of light erupted from me, turning the feathers closest pink. I reached out and grabbed on, the soft energy shifting into an orb of purple light that covered my hands in dark blue energy that formed into pink, elbow length gloves, before I brought my hands together and another, shorter pair of white gloves appeared._

 _Next was my top and skirt, followed by my boots and a pair of feathery ribbons pulling my hair into my usual twin-tail style. Transformation done, I turned and struck a pose._

 **Introducing, Kaleido liner Prisma Madoka! TADAAAAA!**

* * *

The process took a couple of seconds, but that was still a couple of seconds I was nude in front of my friends, even if it was behind blinding light.

"HEY, WHATS THE BIG IDEA?!" I yelled at the wand in my hand, blushing brightly.

"Well, its the first transformation after you revealed yourself to your friends!" said Ruby, "I had to use the full transformation sequence!"

I ground my teeth.

"Leaving aside that this isnt an Anime, WAS IT REALLY NECESSARY TO STRIP ME!?"

"Of course," said Ruby with not a shred of shame, "Besides, it seems that your friends rather liked the show."

I blinked and looked up. Mami was blushing and looking away while Homura was...sporting a suspicious red streak under her nose. That...was actually better for my ego than I cared to admit. I cleared my throat.

"Anyway, enough playing around," I said, "Lets hurry this up."

"Understood!" said Ruby and started the process of entering the Mirror World.

A couple of seconds later, we were through...and found ourselves stood, not on the roof of the hospital, but instead in its ruins.

"What happened here?" asked Mami, looking around in surprise.

I didn't blame her. The hospital wasn't the only thing destroyed. In fact, most of the surroundings were either destroyed or badly damaged.

"I...don't know," I said, "But I doubt its good. Ruby, do you have anything?"

"Hmm, I'm picking up...something from over that way," said Ruby, indicating off to the left, "I'm not sure what it is though."

"Its a start at least," said Homura.

We started heading towards the thing Ruby had detected, making sure to keep our guards up. I didn't like this. None of the other Mirror Plains had been affected to this degree. It indicated that the Spirit was powerful and, if the devastation was anything to go by, angry. Suddenly I was very glad I'd obtained the help of my friends.

As we approached the source of the signal, the sound of metal scraping on stone reached out ears, followed by a voice.

" **HunGRy...NeEd...fLesH. MeAt...FeEd…"**

I froze. This was bad. If the Spirit could talk, it meant it was powerful and the fact it was so broken and clearly deranged indicated one thing.

"Berserker…" I breathed.

"What?" asked Mami.

"The Spirit, its Berserker," I said.

"Is that bad?" asked Homura.

"Berserker is known as the strongest of the Seven Classes," I said, "They're stats are boosted thanks to the Mad Enhancement skill. Basically, whoever this is is going to be stupidly strong and most likely insane. I know I've already said it, but for gods sake, don't let your guards down!"

"We won't," assured my friend.

I nodded and turned back to the street. I took a deep breath, squared my shoulders and led the way around the bend towards the voice.

The source of the voice and sounds was kneeling in the middle of the road, rocking back and forth with her head in her hands. She had short, ragged looking brown hair and was wearing nothing but a ragged sheet like a cloak. I couldn't see the source of the metallic sound though.

"Alright, lets…"

BANG!

I was cut off as Homura whipped out a gun and shot the Spirit in the head. Berserker went down in a spray of blood.

"What the hell?!" I spluttered, rounding on the Timebender.

"Better to finish it without a fight," said Homura as she put the weapon away.

"Normally, I wouldn't approve, but if these Servants are as dangerous as you've said, she has a point Madoka," said Mami.

I took a deep breath and nodded.

"Normally, I'd agree," I said, "However, we have no idea what her abilities are. For all we know…"

" **GYRWOOOOOOOOOOO!"**

We all jumped and spun around, just in time to see Berserker stumble to her feet and turn to face us.

"You just pissed her off," I finished weakly.

The Spirits yellow eyes quickly fell on us and she howled again, revealing her mouthful of shark-like teeth in the process and releasing a massive pulse of power. At the same time, her body began to shake and distort with the sound of cracking bones and tearing muscles. We watched, eyes wide, as the girl rapidly grew and expanded until she was barely recognizable as a Human. She was still humanoid, but her skin was dark purple and looked almost like armour, despite being naked. Her arms were longer than a Humans and appeared unnaturally thin and ended in hands tipped with sharp claws. A single horn emerged from her forehead and a pair of wings that looked like they belonged on a twisted angel sat on her back.

"Oh hell," I muttered, "Thats...not good."

"I thought you said these Spirits were from Legends!" said Mami, her eyes wide and face pale, "What does SHE have to do with that!?"

"Time means very little for the Throne," I said, "And Manga can technically be considered a legend of sorts. Besides, there are Servants in there that technically never existed but appeared due to Human belief. Unfortunately, I don't think thats the case here."

"Why not?" asked Mami.

"Because somethings affecting these distortions," I said, "The other two I fought were fictional as well and I imagine the rest of them will be to."

"What are you talking about?" asked Homura.

"Berserkers identity is the One Horned Monster, Priscilla," I said, "The main antagonist from the Manga Claymore. This is gonna be harder than I thought...DUCK!"

We all hit the deck as Berserker went shooting over our heads. I spun Ruby and swung her, unleashing a powerful Prana cannon that hit Berserker full in the face as she turned around...and did jack shit.

"Well, thats not good," I muttered and jumped back as Berserker lashed out with her extending fingers.

I shot straight up as Mami and Homura dove out of the way and opened fire with their own weapons. Each shot tore bloody chunks out of the Spirit, but the injuries vanished as quickly as they appeared. Of course, she wasn't making it easy for us as Berserker flailed and thrashed, screaming incoherently the whole time while we kept our distance. Considering she was casually crushing metal and concrete without effort, none of us wanted to get anywhere near her.

"Damn it all, what does it take to hurt this thing!?" snarled Mami as she summoned a huge number of muskets and opened fire, tearing the Monster to bits, only for it to pull itself back together.

"How did she die originally?" asked Homura between time jumps, before hitting a switch in her hand and setting off the plastic explosives she'd planted around Berserker.

"Teresa took on her hatred and brought out her Human side," I said as I blasted her with another Prana Cannon, "Unfortunately, I don't think thats gonna work here!"

" **FoOd!"** shreaked Berserker as she pounced again, sailing under Mami as she flipped over the crazed Warrior.

"On the up side, her Magical Resistance is pretty low," I said.

"True, but that doesn't do us much good if we can't hurt her permanently," said Ruby, "She's going to be even harder to put down than Hercules and he became immune to whatever killed him after he recovered!"

"At least her Mad Enhancement makes her unable to focus properly," I said, "From the looks of things, its high enough that it grants her incredible strength at the cost of her complete mental faculties. At this point, shes basically a rabid dog."

"Even so, we can't underestimate her," said Ruby, "Her attacks are wild and untargeted, but it would only take one to kill us."

"Right, so we need to take her out quickly," I said, "I can do that."

"Another new spell?"

I smirked and held Ruby up.

"Mami, Homura, keep her off me!" I shouted.

"Understood," said Homura.

"Got it!"

I closed my eyes and focused, gathering my Prana and shaping it with the help of Ruby.

"Ready," said the Kaleidostick.

"Got it," I said and opened my eyes, "Kaleido-twister!"

I swung Ruby down and a magic circle appeared under Berserker, before a massive twister of Prana erupted, tearing the very air apart with a sound not unlike that of a thousand chainsaws reving up. Fitting considering that the twister was actually composed of thousands of tiny blades, each one spinning at high speed and tiny enough to cause damage at a cellular level. Even a Noble Phantasm would have trouble regenerating from damage like that, especially since it was biological in nature, rather than Mystical.

The two other Magical Girls jumped back, keeping a wary eye on the magical wind. I guess that they'd both learnt not to assume anything. I let the twister go on for a few more seconds, before waving Ruby and causing it to collapse in on itself.

"Did you get her?" asked Mami.

"I think…" I started, right before Berserker appeared directly in front of me, back in her Human form and with a massive sword in her hand.

I barely had time to throw up a Barrier and pour Prana into my Physical Protection before the blade slammed into my side, sending me flying into the wall of a nearby building.

"MADOKA!" shouted Homura, an assault rifle appearing in her hand.

Before she could even finish turning. Berserkers blade flashed and Homura was holding nothing but the stock. She stared at her ruined weapon for a moment, before Berserker backhanded her, sending her flying through a wall. The Mad Servant turned again and grabbed Mami by the throat, slamming the older Magical Girl into the ground with enough force to pulverise the concrete. The Spirit grinned maniacally as she raised her sword and pointed the tip at Mami's throat.

"Oh no you don't!" I snarled and unleashed a Prana Cannon.

The attack shot towards Berserker...only to be deflected with a casual swing of her sword. Still, it did the job of getting her attention of Mami. I struggled to my feet and activated Ruby's blade as Berserker let my blonde friend go and started stalking towards me. She paused at the sight of the blade and smirked. Then, she vanished. It was only thanks to my instincts that I avoided losing my head by blocking the strike she made at my neck from behind. Even so, the force of the blow sent me stumbling.

I gritted my teeth and increased my Reinforcement as much as I could as I was forced on the defensive by Berserker as she came at me in a flurry of strikes that were just barely slow enough for me to block, all with a slight smirk on her face.

"Fuck, shes playing with me," I muttered as I dodged a stab at my face, not that that stopped the slight cut to the cheek I received.

The smirk only widened and her blade blurred. I screamed in pain as she bypassed my defences and opened cuts all over my body, just deep enough to bleed without causing serious damage.

"Are you OK Madoka?" asked Ruby as I staggered back, clutching my stomach where a particularly large gash was bleeding badly.

"Not in the slightest," I hissed, "We underestimated her. I should have used an Install from the start…"

I reached for my card holder, but before I could do more than grab one of the cards, Berserker appeared in front of me and kicked me across the road.

"FUCK!" I snarled, spitting out a mouthful of blood.

I looked up and glared at the Blackened Spirit as she started stalking towards me and scowled. I snatched Ruby up and shot a spinning Prana Cannon at her, taking of an arm, although she seemed more amused than anything as she just regenerated it.

"If your gonna kill me, just do it!" I snarled.

Berserker eyed me for a moment, before she was suddenly in front of me yet again with her sword arm raised.

"MADOKA!"

"NO!"

Shouted Mami and Homura, but they were both to far away and to hurt to do more than watch as the Spirit brought its arm down…

CLANG!

I blinked as the Spirits sword and arm went flying. Berserker looked as surprised as I felt, but that surprise was quickly replaced by pain as a blue blur shot past it, taking off her other arm and both legs, before skidding to a stop in front of me. My eyes went wide as a white cloak blew up in front of me, revealing the tip of a sword dripping purple blood. My stomach dropped as I realised just who it was.

"Phew, just in time," said Sayaka, "Are you OK Madoka?"

 **Heheh, done. Sorry for the wait, but the fight was harder to write than I thought. I needed to make bloody sure I didn't undersell just how strong Priscilla is, mainly because she is the strongest being in her world. Well, second strongest if you consider Teresa's Awakened Form. Still, she is by far the most powerful of the Spirits the gang will have to fight. Shes not the most dangerous though.**

 **I hope the conversation went well as well. It was...not easy to get it and I don't think I quite did as good a job as I was hoping. Oh well, it does the job.**

 **I hope Madoka's reasoning for not wanting Sayaka along makes sense. I know that Rin and Luvia tag along with Illya and Miyu, but they are both powerful Magus in their own right. Sayaka is a normal girl with no powers of her own.**

 **Well, thats an interesting turn of events. I wonder how this is going to go down? More importantly, how did Sayaka get into the Mirror World without access to the Second? Hehehe.**

 **Well, this is done. Next time, we wrap up the Berserker fight and possibly get onto the Saber fight. If not, it'll probably be a few Witch fights and definitely a conversation/fight with Kyoko. Until then, don't forget to leave a review!**


	6. Chapter 6

Outsider Chronicles: Puella Magi Madoka Prisma

Getting reborn as a girl was...interesting. Getting reborn as a girl destined to either be a destroyer or a literal Goddess was a pain in the ass considering I don't fancy being either. I certainly didn't expect to take a staff to the face and dragged into a quest searching for cards. Maybe Kyubey would have been a better choice...

 **And we're back! Nothing to say here, other than, enjoy!**

Chapter 6

Sayaka kept her smile up until she closed the door to the Hospitals roof behind her, cutting of the sight of her friends and the transfer student. Now alone in the dark, her smile faded to be replaced by a look of disappointment. For a moment, she was tempted to run back out and follow them through whatever portal Madoka was creating, but she forced herself to let go of the door handle and walk down the stairs. She wasn't stupid, she knew she wouldn't be any help in the fight and she trusted Madoka enough that she didn't question the danger.

Still, the fact it was that dangerous made her wish that she could help them in some way. For a moment, she was tempted to find Kyubey and make her wish, but quickly discarded the thought. She wasn't sure if she really wanted to put herself in that situation and was equally unsure of what to wish for. Oh, she could wish for the power to help her friends, but that seemed...deemening somehow. Besides, she had something else to do.

Sayaka took a deep breath and walked down two floors and down a familiar corridor. The walk seemed simultaneously to short and oh so long, but she soon found herself standing outside a familiar door labeled Kyosuke Kamijo. She took another breath and knocked.

"Come in," said the voice from inside.

Sayaka opened the door and stepped inside. As she did, Kyosuke glanced over at her and smiled. Sayaka winced slightly. Now she was looking for it, she could see how brittle the smile really was.

"Hey Sayaka," he said, taking the earbuds of his CD player out.

"Hey Kyosuke," said Sayaka as she crossed the room and sat beside his bed.

For a moment, she sat in silence, looking down at her lap. She wasn't entirely sure where to start. How does one even begin to apologize for accidentally torturing a friend/love interest?

"Sayaka?"

She looked up to see Kyosuke looking at her worriedly.

"Is...something wrong?" he asked.

Sayaka let out a huff. Well, there was no point in just sitting there, she might as well do what she always did and jump in with both feet.

"Kyosuke, I'm sorry," she said, "I've been a horrible friend."

The boy looked rather taken aback by the sudden apology.

"What are you talking about Sayaka?" he asked.

Sayaka indicated to the stack of CD's on her friends bedside.

"I bought you these," she said, "I know you like classical music, but I never thought about how you'd feel knowing you couldn't play…"

She winced.

"Sorry," she said, "I'm terrible at this…"

Kyosuke stared at her for a moment, before looking down at his bandaged hand.

"I...don't really know how to respond to that," he muttered, "I mean, before I appreciated it. I thought it would give me ideas for when I recovered, but now…"

He sighed.

"I'll never recover Sayaka," he said softly, "They told me that there's nothing modern medicine can do to fix my hand. I'll never play again."

He sniffed and started to cry softly. Sayaka hesitantly reached out and put a hand on his shoulder. She honestly had no idea what to say anymore. What could she say? Without a miracle, her friend would never be able to do the one thing he loved ever again.

* * *

Five minutes later, she was back on the roof, leaning against the railing and staring unseeing out over the city. Kyosuke had been called in for physiotherapy, forcing her to leave, but she didn't want to go until Madoka and the others came back. That lead to her being here, her mind spinning as she tried desperately to figure out what to do. Should she wish Kyosuke's arm better? Was it really worth it? The answer should be easy, but her mind kept going back to Mami's warning, which in turn brought her mind to the fact that she was stood here like a bump on a log, waiting for her friends to get back from a battle to the death with a being from legend.

"ARRRGGHH, WHAT AM I SUPPOSED TO DO?!" she screamed, "I can't fight, I can't heal, I can't even be a good enough friend to realize I was hurting Kyosuke! What am I supposed to do damnit?!"

"Perhaps I can be of assistance."

Sayaka jumped and spun around, only to freeze at the sight of the source of the voice.

"Y-you're…"

* * *

"S-sayaka?" I gasped, "Wha…your clothes…"

Sayaka blinked and looked down at herself.

"Oh, yeah, I kinda made a contract," she said.

I stared at her, before I gritted my teeth.

"You…"

"Master, Berserker is coming," said a voice I wasn't expecting, cutting me off.

I blinked.

"Wait, what?"

"We'll talk later," said Sayaka, turning back to where Berserker had just got to her feet, glaring at Sayaka.

She smirked and shifted her stance so she was pointing the tip of her sword towards the Blackened Spirit.

"You hurt my friends," she said, "Now I get to hurt you!"

Berserker growled, her face distorting as her power spiked, before she threw herself at Sayaka with a roar of fury. Sayaka took a deep breath and my eyes widened as I felt her power spike. That wasn't just Prana, that was a…

" **Oktavia!"** shouted the blue clad girl and drove her sword into the floor.

Immediately, the opening notes of a violin piece started up as the world around us seemed to distort, the ground rippling like water as spectral music notes began to swim through the air like fishes. Then, from behind Sayaka, a massive creature emerged. There was no doubt in my mind as to what it was, but it should have been impossible. How could Sayaka's Witch form be a Noble Phantasm? More to the point, how could Sayaka even HAVE the ability to summon a Noble Phantasm? Unless…

"Ohhh, hey there Sapphire!" said Ruby, popping out from behind a nearby chunk of concrete, "I was wondering when you'd pop up!"

"Please wait until we are done here sister," said Sapphire, her voice issuing from Sayaka's sword.

"Wait, Sapphire?" I asked, "You mean your sister?"

"Yep, it seems that my Creator felt that we needed some help," said Ruby, "Bang on time to all things considered."

I was cut off before I could say anything as Oktavia roared and swung her swords, bisecting Berserker both ways, before a flick of her tail sent the Spirit flying into a building, which collapsed onto her. A moment later, Sayaka's outfit and Noble Phantasm glowed and vanished, leaving her in the familiar outfit of Sapphire's Master.

"Saber form energy drained," said Sapphire, "Apologize Lady Sayaka, I cannot maintain that form any longer."

"Aww, don't worry about it," said Sayaka, "We dealt with her."

"I somehow doubt that'll be enough to finish the job," I said as I got to my feet.

"Ya think?" asked Sayaka.

"I shredded her down to a cellular level and she shrugged it off without trouble," I said, "We'll need something specifically designed to defeat Monsters if we want to win."

"Hmm," said Sayaka, "Got any ideas?"

I grinned and pulled out the Lancer card.

"Just one," I said, "Do you know how to Install?"

"Sapphire gave me the rundown," said Sayaka, "But I don't think we should spread the cards power out to far. You use that one, I'll use this."

She held up the Caster Card which I'd dropped earlier.

"Eh, that'll work," I said, "Who knows, you might be able to Seal her."

BOOM!

" **GYRWOOOOOOOOOOO!"**

We both glanced around to where Berserker had just smashed her way out of her concrete prison, now back in her Monster form and clearly pissed.

"We should hurry," I said.

"Noted."

We dropped the cards and placed Ruby and Sapphire's butts on them.

"Class Card Lancer/Caster Install: Phantasmal Summon!" we both shouted and Prana erupted around us.

I felt the concept of Lancer, of Ruby Rose, press down on me as my outfit changed and her knowledge and skill flowed into my mind. I grinned as I spun Crescent Rose with far more grace and skill than I could have managed with an Include and rested it across my shoulder as the Prana and wind from the transformation faded.

"You ready Sayaka?" I asked.

"Yep, when you are," said Sayaka, readying her sword…

Wait, what?

I turned to look at my friend and saw that, instead of the white dress and staff I was expecting, she was wearing a white dress with a bolero jacket over the top, high heeled boots and had her hair pulled back into a short ponytail with a tiara like ornament. Her weapon resembled a rapier mixed with a revolver and the entire thing was decidedly not Nanoha.

"Um, Ruby, whats going on?" I asked, "I thought Caster was Nanoha Takamachi, not Weiss Schnee!"

"Hmm, it looks like Sayaka's connecting with different Heroes through the Cards," said the Kaleidostick, "Thats interesting, but not something thats important right now."

"Good point," I said, "Plus, since Monster Hunting is part of Weiss's story, she'll be more effective."

"Well, thats handy," said Sayaka, "Now lets kick some ass!"

I grinned, spun Crescent Rose and pulled the trigger, sending me rocketing towards Berserker. She took a swipe at me with her sword, but I activated my...Ruby's Semblance and zipped around her without breaking stride, bouncing off the Glyphs Sayaka conjured in the air and opening a gash across Berserkers back. I hopped back as she tried to impale me with her extending wings, smirking slightly as I noticed that the cut wasn't healing as quickly as the past ones.

Before Berserker could press the attack, Sayaka was on her, her sword flashing as she practically danced around Berserkers clumsy retaliations. It was apparent that whatever had allowed Berserker to become more lurid was starting to fade, causing her attacks to become more wild and a lot easier for us, empowered by expert Hunteresses as we were, to dance around her with ease. The fact the two Heroes were also partners in life certainly helped.

Berserker seemed to quickly tire of being used as a punching bag however and let out a roar of fury, her arms and wings rapidly extending out into spears in an attempt to impale the two of us and forcing us to disengage.

"We need to slow her down!" I said.

"And how do you plan to do that?" asked Sayaka.

"Ice flower," I said without thinking.

Guess Ruby was having more of an effect than I thought. Still, it got the point across and Sayaka quickly conjured the necessary Glyphs as I spun Crescent Rose, slammed the blade into the ground and opened fire. As fast as Berserker was, even she wasn't fast enough to avoid Noble Phantasm enhanced rounds from an anti-tank rifle, resulting in her getting more chunks blown out of her and covered in ice, trapping her in place. A moment later, a rather large rocket slammed into her, followed by a bolt of yellow Magic that wasn't much smaller. I grinned and flashed a thumbs up to Homura and Mami, who were battered, but back on their feet.

It still wasn't quite enough however as Berserker was already starting to regenerate, albeit much slower thanks to the Monster Slaying attributes on Crescent Rose and Myrtenaster. Still, I had one more trick up my sleeve. I closed my eyes and focused, calling on what was Lancers most powerful Noble Phantasm.

" **Silberne Augen,"** I whispered and opened my eyes.

The resulting blast of power was so massive I felt my Circuits heat up uncomfortably and nearly knocked me off my feet. Berserker barely had enough time to raise her hand before the light hit. The scream that erupted from her sounded like a hundred banshees being burnt to death as her very essence was reduced to ash.

Silberne Augen: The Eyes of an Innocent Soul was the manifestation of Ruby's Silver Eyes power. They were a pair of Mystic Eyes that were capable of annihilating Monsters. They were useless against Humans and Heroes, but if the target held the concept of Monster or fed on Humans, that was it, they'd be reduced to ash. As she was both, Berserker was reduced to dust, leaving nothing but her Card floating in the air.

The moment the Noble Phantasm faded, I let out a yelp as the stress using it caused on my Circuits made itself known. The Install ended, the Lancer Card emerging from my chest as my outfit changed back to normal and Ruby's presence in my being faded. I stumbled and would have fallen if Sayaka hadn't caught me.

"Thanks," I said.

Sayaka just smiled as I regained my balance and got my feet under me.

"Ohh, I'm going to feel this tomorrow," I groaned, wincing as my muscles protested.

I picked up the Lancer and Caster cards and slipped them back into the pouch on my thigh, before walking over to where the Berserker Card was floating. I plucked it out of the air and turned to Mami and Homura as they slowly approached. Both were clearly feeling the damage Berserker had dealt to them, but were able to move just fine.

"Are you two alright?" I asked.

"We'll live," said Mami, "But…"

She looked at Sayaka.

"What, and more importantly, how are you here Sayaka?" she finished.

Sayaka grinned and held up Sapphire.

"Good evening, I am Sapphire," said the blue Kaleidostick.

Mami looked like she was about to pursue that line of questioning, but the world suddenly rumbling cut her off.

"Ah, questions later," I said, "This worlds about to collapse, so we should leave. Ruby?"

"With pleasure!"

Five seconds later, we were back in the real world, stood on the hospitals roof. I immediately dispelled my Magical Girl form and staggered over to the nearest bench, dropping onto it with a sigh of relief.

"Well, on the up side, Berserkers now dealt with," I said, "On the down side, I have a horrible feeling that the rest of them are going to be even harder."

"Oh fabulous," groaned Mami.

"Now that we are out, perhaps you can explain just whats going on," growled Homura, fixing Sayaka with a glare.

Sayaka shrugged.

"Whats there to tell?" she asked, "I came up here to wait for you after I was kicked out of Kyosuke's room and met Sapphire. She told me...a few things and offered to teach me how to heal Kyosuke if I became her Master and I agreed."

Homura narrowed her eyes.

"What things?" she asked.

Sayaka hesitated, her eyes flicking to to the two other Magical Girl's Soul Gems, a move that Homura didn't seem to miss if the slight widening of her eyes was anything to go by.

"I'm more curious as to how you were able to use that form," I said before she could say anything, "Do you have a Card I don't?"

"No, that was...something else," said Sayaka.

"I was able to use her close link to a Servant in the Throne to create a temporary connection," said Sapphire, "It would only work if the person in question had a counterpart who made it to the Throne and can't be held for long, but its a useful trump card."

"Yeah, I can imagine," I said.

I sighed and waved a hand.

"Anyway, I think we're done here," I said, "The only thing we can do now is head home to recover and then go about business as normal until Ruby and Sapphire can locate the next Distortion. Mami and Homura, you have our numbers, so call if you need help. I dare say that Sayaka will go hunting on her own anyway."

The others agreed and dispersed, leaving me sat on the bench, waiting for some of my energy to return so I could stand up.

"Ruby, how much did Sapphire tell Sayaka?" I asked.

"Most likely enough that she wouldn't be tempted to take Incubator up on his offer later," said Ruby.

"Fair enough," I said as I got to my feet, "Well, I guess we should be heading home."

I headed downstairs as Ruby vanished into my pocket, inwardly wondering if I should stop off at the local snackshop, when a pair of familiar voices reached my ears. I paused on the first floor and looked down to see Homura and Sayaka stood at the bottom of the stairwell. It didn't look like a standoff, neither of them were in Magical Girl form at least, but I could see that Sayaka was tense and Homura wasn't much better. I quitely lent against the handrail, not really intending to eavesdrop, but ready to step in if it escalated into a fight. I didn't think that was likely though.

"I don't like you Transfer Student," said Sayaka bluntly.

Homura didn't respond, other than to narrow her eyes slightly.

"That said...Sapphire told me some stuff about you," continued the other Kaleido Magical Girl, "Your a lot stronger than I am. I don't like you, but I damn sure respect you."

She held out her hand to shake.

"Allies if not friends?"

Homura stared at the offered hand, an unreadable expression on her face, before she took the offered hand.

"The feeling is mutual Sayaka Miki," said Homura, "I'm not sure if we'll ever be friends, but for Madoka's sake, I'll work with you."

Sayaka nodded stiffly and disappeared through the door into the hospital proper. Homura stared after her, a strange expression on her face. It looked like she couldn't decide whether to be elated or disappointed. I smiled slightly and kicked the railing. Homura's head snapped up at the sound and her eyes widened slightly, before taking on a look of resignation. I just smiled at her and headed down to join her.

"How much of that did you hear?" muttered Homura as I approached.

"Enough," I said, "How many times Homura?"

Houmra gave a slightly hysterical laugh.

"Far to many," she said, hugging herself as she seemed to shrink in on herself.

In that moment, I caught a glimpse of the girl behind the cool mask Homura normally wore. I saw the girl who had seen her friends die repeatedly and yet still kept going, over and over again to try and save them until she was forced to seal away her own emotions or risk losing it. Without thinking, I hugged her. The slightly taller girl stiffened and looked down at me in surprise.

"Don't worry Homura," I said, "I won't let it happen again. This will be the last time, I promise."

Homura bit her lip and looked away.

"Please don't make promises you can't keep," she said.

I sighed and hugged her tighter.

"I don't," I said, "One way or another, I won't let you, Mami or Kyoko die or turn into a Witch."

I smiled as Homura's head snapped around to look at me.

"Yes, I do know about that," I said, "And Sayaka. In fact, I'm pretty sure we'll be meeting her soon enough."

I let her go and took a few steps back.

"Now stop looking do down Homura," I said, "We're all alive and Sayaka and I won't be taking Kyubey's deal, so at least try and smile."

Homura twitched slightly and looked down at her hands.

"I wish I could," she said, "But after all this time...I'm not sure I remember how."

I sighed softly and took her hands, making her look at me. The look in her eyes was nearly heartbreaking. She looked so utterly lonely and broken that I nearly hugged her again.

"Thats OK," I said, "I'll remind you."

I sighed.

"We haven't known each other that long Homura, but your my friend," I said, "It hurts to see my friends so sad."

Homura gave a slightly watery smile.

"Thank you," she said softly.

She let go of my hands and scrubbed at her eyes.

"I...need to go," she said, "But...thank you."

She waved and disappeared through the door.

"Just friends eh?" said Ruby.

I gave her a flat look.

"Really?"

Ruby just twisted in a way I knew meant she was smiling. I just shook my head and started out the doors.

"I don't think shes really in the right headspace for romance right now," I said, "Besides, we've got other things to focus on."

"True enough," said Ruby, "So, whats the plan?"

"Home and sleep," I said, "Then...I guess we should go patrolling. The Distortions won't find themselves and Kyoko should be arriving soon."

I smiled thinly.

"That will be rather...interesting."

Ruby just bobbed in agreement as I left the hospital and headed home.

 **Blaarrrrg, done! Let me tell you, that last scene with Homura was TORTURE! I probably should have done it from Homura's point of view, but this works.**

 **Yep, Sayaka got Sapphire and the ability to tap into her Heroic Spirit counterpart for a short time without a card. I have no idea if the Kelidosticks could actually do that, but I doubt the Cards can link to different Spirits either. I blame Outsider fuckery and Zelretch experimenting.**

 **Speaking of the old Vampire, the original version of this had him putting in an appearance and giving Sayaka Sapphire in person after zapping Kyubey, but I discarded it because it didn't flow well.**

 **As for the alternate Spirits Sayaka has access to, they all come from the same series as Madoka's, although Madoka's are the 'main' Spirits who manifests from the Cards. Take a guess as to who Sayaka's Lancer is.**

 **Anyway, this is now DONE! I'm signing out. Don't forget to leave a review on the way out!**


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